





































































































































































































































































































































































































































































































































































































































Thi ladelphia vapid, transit Company 

LEASES 

PHILADELPHIA 
RAPID TRANSIT 
SYSTEM 


1918 


C o'-py 





HE 

TdT 1 3 



BY TRANSFER 
U. S. SUPREME COURT 

FEB 1 9 1940 


INDEX. 


Pages 

Lease, Union Traction Company of Philadelphia to Phila¬ 
delphia Rapid Transit Company . 1-56 

Exhibit A.— Philadelphia Traction Company to Union 

Traction Company of Philadelphia . 57-304 

Lease No. 1.—Philadelphia and Darby Railroad Com¬ 
pany . 97-107 

No. 2.—Philadelphia City Passenger Railway 

Company .108-122 

No. 3.—West Philadelphia Passenger Railway 

Company .123-133 

No. 4.—Empire Passenger Railway Company .. 134-142 
“ No. 5.—Empire Passenger Railway Company 

(supplement) .143-144 

“ No. 6.—Seventeenth and Nineteenth Streets Pas¬ 
senger Railway Company .145-150 

“ No. 7.—Continental Passenger Railway Com¬ 
pany .i5 I-I 65 

“ No. 8.—Empire Passenger Railway Company 

(supplement) . 166-175 

“ No. 9.—Empire Passenger Railway Company 


•r , , . ^ 

(supplement). ......,..... 176-178 

“ No. 10.—Union Passenger Railway Company ...179-200 

“ No. 11.—Kessler Street Connecting' Passenger 

Railway Company .201-205 

“ No. 12.—Kessler Street Connecting Passenger 

Railway Company (supplement) ...206-207 
“ No. 13.—Empire Passenger Railway Company 

(supplement) .208-210 

“ No. 14.—Schuylkill River Passenger Railway 

Company .211-214 

“ No. 15.—Philadelphia and Gray’s Ferry Passen¬ 
ger Railway Company .215-229 

“ No. 16.—Thirteenth and Fifteenth Streets Pas¬ 
senger Railway Company .230-248 

“ No. 17.—Ridge Avenue Passenger Railway Com¬ 
pany .249^264 

“ No. 18.—Catherine and Bainbridge Streets Pas¬ 
senger Railway Company .265-271 





















INDEX—Continued. 

Pages 

Lease No. 19.—Twenty-second Street and Allegheny 
Avenue Passenger Railway Com¬ 
pany .272-277 

“ No. 20.—Huntingdon Street Connecting Passen¬ 
ger Railway Company .278-282 

“ No. 21.—Walnut Street Connecting Passenger 

Railway Company .283-287 

“ No. 22.—Marshall Street Railway Company ....288-292 
“ No. 23.—Ridge Avenue Connecting Railway 

Company . 293-297 

“ No. 24.—Southern Passenger Railway Company. 298^304 

Exhibit B. — Electric Traction Company to Union Traction 

Company of Philadelphia . 3 <> 5~434 

Exhibit One.—Second and Third Streets Passenger 

Railway Company .320-345 

“ Two.—Second and Third Streets Passenger 

Railway Company (assignment) .. .346-355 
“ . Three.—Citizens’ Passenger Railway Company .356-372 
“ Four.—Citizens’ Passenger Railway Company 

(assignment) .373~382 

“ Five.—Frankford and Southwark Philadelphia 

City Passenger Railway Company ..383-409 
“ Six.—Lehigh Avenue Passenger Railway Com- 


pany . 


. 410-413 

“ Seven.—E. and P. 4’s, agreement ... 

.414^-428 

“ Eight.—E. and P. 4’s, 

agreement 

(amend- 

ment) . 


. 429-431 

“ Nine.—E. and P. 4’s, 

agreement 

(amend- 

ment) . 


. 432-434 


Exhibit C.— People’s Passenger Railway Company and 
People’s Traction Company to Union Traction Company 

of Philadelphia .435-562 

Exhibit One.—Green and Coates Streets Philadelphia 

Passenger Railway Company.454-469 

“ Two.—Germantown Passenger Railway Com¬ 
pany . 470-485 

“ Three.—Germantown Passenger Railway Com¬ 
pany (supplement) .486-495 

“ Four.—Northern Passenger Railway Company..496-500 
“ Five.—Centennial Passenger Railway Company. .501-505 

















INDEX—Continued. 


Pages 


Exhibit Six.—Philadelphia, Cheltenham and Jenkin- 

town Passenger Railway Company. .506-510 
“ Seven.—Chelten Avenue Passenger Railway 

Company . 5 H~ 5 T 5 

Eight.—Girard Avenue Passenger Railway 

Company .516--520 

“ Nine.—Hillcrest Avenue Passenger Railway 

Company .521-525 

“ Ten.—Agreement, People’s Passenger and 

People’s Traction . 526-528 

“ Eleven.—People’s Passenger 4’s, agreement . .529--541 
“ Twelve.—Agreement, Union Traction and 

People’s Traction .542-544 

“ Thirteen.—E. and P. 4’s, agreement . 545 _ 559 

“ Fourteen.—E. and P. 4’s (supplement) .560-562 

Exhibit D.— Hestonville, Mantua and Fairmount Passenger 
Railroad Company to Union Traction Company of Phila¬ 
delphia .563-643 

Exhibit A.—Fairmount Park and Haddington Passen¬ 
ger Railway Company . 577-583 

Exhibit E.— Citizens’ Clearfield and Cambria Street Rail¬ 
way Company .584-588 

Exhibit F.— Citizens’ East End Street Railway Company . .589-593 
Exhibit G. —Brown and Parrish Streets Railway Company .594-598 
Exhibit H.— Citizens’ North End Street Railway Company .599-603 
Exhibit I.— Empire Passenger Railway Company to Union 


Traction .604-607 

Exhibit J.— Lehigh Avenue Railway Company . 608-614 

Exhibit K. — Frankford and Fairmount Railway Com¬ 
pany . 615-617 

Exhibit L. — Lindley Avenue Railway Company . 618-620 

Exhibit M. — Fisher’s Lane Railway Company . 621-623 

Exhibit N. — Germantown and Fairmount Park Railway 

C0 mpany .624-626 

Exhibit O. — Agreement, $1,500,000 Union Traction Com¬ 
pany Collateral 4’s . 627-643 



















INDEX—Continued. 


Pages 


Leases and Agreements Subsequent to Lease of Union 
Traction Company of Philadelphia to Philadelphia Rapid 

Transit Company .644-698 

Lease, Doylestown and Willow Grove Railway Company to 

Philadelphia Rapid Transit Company, July 21, 1902 .644-647 

Supplemental Agreement, Doylestown and Willow 
Grove Railway Company and Philadelphia Rapid 

Transit Company, July 1, 1907 . 648 

Lease, Market Street Elevated Passenger Railway Company 
to Philadelphia Rapid Transit Company, January 19, 1903.649-653 
Supplemental Agreement, Market Street Elevated Pas¬ 
senger Railway Company and Philadelphia Rapid 

Transit Company, July 1, 1907 .654-655 

Lease, Beach Street Connecting Railway Cpmpany to Phila¬ 
delphia Rapid Transit Company, May 1, 1903 .656-658 

Lease, Darby and Yeadon Street Railway Company to Phila¬ 
delphia Rapid Transit Company, June 15, 1904 .659-661 

Supplemental Agreement, Darby and Yeadon Street 
Railway Company and Philadelphia Rapid Transit 

Company, July 1, 1907 .662-663 

Lease, Philadelphia and Willow Grove Street Railway 
Company to Philadelphia Rapid Transit Company, July 1, 

1904 .664-666 

Lease, Darby, Media and Chester Street Railway Company 
to Philadelphia Rapid Transit Company, July 1, 1906 .. .667-683 
Lease, Broad Street Rapid Transit Street Railway Company 
to Philadelphia Rapid Transit Company, July 1, 1907 ...684-686 
Supplemental Lease, Lehigh Avenue Railway Company to 
Union Traction Company and Philadelphia Rapid Tran¬ 
sit Company, May 25, 1910 .687-690 

Lease, Snyder Avenue Railway Company to Union Trac¬ 
tion Company, March 28, 1913 .691-693 

Assignment of Snyder Avenue Railway Company Lease 
to Philadelphia Rapid Transit Company, March 28, 

1913 .694-698 















LEASE, UNION TRACTION COMPANY OF PHIL¬ 
ADELPHIA TO PHILADELPHIA RAPID 
TRANSIT COMPANY. 

This Agreement, Made at the city of Philadelphia, 
in the Commonwealth of Pennsylvania, as of the first 
day of July, A. D. one thousand nine hundred and two 
( 1902 ), by and between the Union Traction Company 
of Philadelphia, a corporation duly incorporated un¬ 
der the laws of said Commonwealth (hereinafter 
called Union), as party of the first part, and Phila¬ 
delphia Rapid Transit Company, also a corporation 
duly incorporated under the laws of said Common¬ 
wealth (hereinafter called Rapid Transit), as party 
of the second part, Witnesseth: 

Whereas, Prior to October 1 st, A. D. 1895, Phil- * 
adelphia Traction Company, a traction motor company 
duly incorporated under the laws of said Common¬ 
wealth, had, by virtue of certain leases, contracts, 
agreements, and assignments (copies of which are 
hereto attached as part of “ Exhibit A” and marked 
therein respectively as “ Lease 1,” “Lease 2,” “Lease 
3,” “Lease 4,” “Lease 5,” “Lease 6,” “Lease 7,” 
“Lease 8,” “Lease 9,” “Lease 10,” “Lease 11,” 

“Lease 12,” “Lease 13,” “Lease 14,” “Lease 15,” 

“Lease 16,” “Lease 17,” “Lease 18,” “Lease 19,” 

“Lease 20,” “Lease 21,” “Lease 22,” “Lease 23,” 

and “Lease 24,” each and every of which said several 
leases, contracts, agreements, and assignments is 
hereby made part of this agreement as if the same were 
set forth in full in this recital), become lawfully pos¬ 
sessed of all the railways, property, rights, franchises, 
and privileges of each and every of said passenger 
railway companies respectively named in each and 
every of the aforesaid leases, contracts, agreements, 


2 Lease, Union Traction Co. to P. R. T. Co. 

and assignments, upon the terms and conditions and 
subject to the covenants and limitations in each of 
said several leases, contracts, agreements, and assign¬ 
ments respectively contained; and, in addition to the 
various railways, properties, rights, franchises, and 
privileges then held, possessed, leased, operated, con¬ 
trolled, used, and enjoyed by said Philadelphia Trac¬ 
tion Company and mentioned and included in said sev¬ 
eral foregoing recited leases, contracts, agreements, 
and assignments, said company was then the owner of 
certain contracts appertaining to the operation of the 
railways by it controlled and operated, and also of 
valuable real estate and personal property, including 
certain bonds and shares of the capital stock of certain 
passenger railway companies located in the city of 
Philadelphia; 

And Whereas, By a certain lease and agreement 
dated the first day of October, A. D. 1895 , and duly 
executed, acknowledged, and delivered (a copy of 
which said lease is hereto attached, marked “Exhibit 
A,” and which, including copies of said above- 
mentioned leases, contracts, agreements, and assign¬ 
ments forming part of said lease and marked therein 
respectively as “Lease 1 ,” “Lease 2,” “Lease 3,” 
“Lease 4 ,” “Lease 5 ,” “Lease 6 ,” “Lease 7 ,” 
“Lease 8 ,” “Lease 9 ,” “Lease 10 ,” “Lease 11 ,” 

“Lease 12 ,” “Lease 13 ,” “Lease, 14 ,” “Lease 15 ,” 

“Lease 16 ,” “Lease 17 ,” “Lease 18 ,” “Lease 19 ,” 

“Lease 20 ,” “Lease 21 ,” “Lease, 22 ,” “Lease 23 ,” 

and “Lease 24 ,” are hereby expressly made a part of 
this agreement as if the same were set forth in full 
in this recital), said Philadelphia Traction Company 
did duly let and demise unto Union, its successors and 
assigns, for the term of nine hundred and ninety-nine 
( 999 ) years, for the rentals and upon the terms and 
conditions and subject to the covenants, stipulations, 


Lease, Union Traction Co. to P. R. T. Co. 


3 


and limitations in said lease and agreement set forth; 
all the right, title, and interest of said Philadelphia 
Traction Company in and to the railroads, property, 
and franchises of the various railway companies there¬ 
inbefore specified of whose respective railroads, prop¬ 
erties, and franchises it was the lessee or the operator, 
as the same were held and possessed by it under the 
above-recited leases, contracts, agreements, and as¬ 
signments; also all its rights, privileges, and fran¬ 
chises derived from or under the above-recited leases, 
contracts, agreements, and assignments ; also all con¬ 
tracts for operating railways and use of tracks to 
it belonging; also all its real estate and railways 
as the same were then located and constructed, 
or as the same might be thereafter located and con¬ 
structed, in pursuance of any and every lawful author¬ 
ity then existing, or which might thereafter exist, to¬ 
gether with all the branches, extensions, sidings, turn¬ 
outs, tracks, rights of way, lands, machinery, fixtures, 
depots, stables, shops, stations, buildings, structures, 
improvements, poles, wires, motors, power houses, 
electrical plants, appurtenances, tenements, and hered¬ 
itaments of whatever kind or description and wherever 
situate, then held, owned, used, or controlled by said 
Philadelphia Traction Company, and also which at 
any time thereafter during the term of said demise 
might be by it held, owned, used, or acquired, provided 
that such after-acquired property should be acquired 
for some purpose incident to, or connected with, the 
maintenance, operation, construction, or extension of 
the aforesaid railways and appurtenances; also all the 
electrical apparatus, horses, machinery, cars and other 
rolling stock, tools, implements, machines, harness, 
equipments, stable furniture, and such other like per¬ 
sonal property generally of every kind or description 
belonging to or controlled by said Philadelphia Trac¬ 
tion Company, and in use or intended and adapted for 


1 Lease, Union Traction Co. to P. R. T. Co. 

use on, in, or about the premises demised for the busi¬ 
ness thereof; also all the stock, bonds, and securities 
to Philadelphia Traction Company belonging, to be 
held in the manner therein set forth; also all the rights, 
powers, franchises and privileges which then, or at 
any time thereafter during the aforesaid term, might 
be lawfully exercised or enjoyed in or about the use, 
management, maintenance, renewal, extension, or im¬ 
provement of the railways and appurtenances therein 
demised; also all the right of said Philadelphia Trac¬ 
tion Company to enter into contracts by lease or oth¬ 
erwise ; also all the executory contracts of said Phila¬ 
delphia Traction Company for construction and for 
the supply to it of materials, machinery, engines, boil¬ 
ers, cars, rails, power houses, and for the protection 
and improvement of its property, rights, and business; 

And Whereas, Prior to October 1st, 1895 , the Elec¬ 
tric Traction Company of Philadelphia, a traction 
motor company duly incorporated under the laws of said 
Commonwealth, had, by virtue of certain leases, con¬ 
tracts, agreements and assignments (copies of which are 
hereto attached as part of “Exhibit B” and marked 
therein respectively as “Exhibit One,” “Exhibit 
Two,” “Exhibit Three,” “Exhibit Pour,” “Ex¬ 
hibit Five,” and “Exhibit Six,”) become lawfully 
possessed of, and operated and controlled all the rail¬ 
ways, property, rights, franchises, and privileges of 
each and every of said passenger railway companies- 
respectively named in each and every of the aforesaid 
leases, contracts, agreements, and assignments, upon 
the terms and conditions and subject to the covenants 
andr limitations in each of said several leases, con¬ 
tracts, agreements, and assignments respectively con¬ 
tained, and, in addition to the various railways, prop¬ 
erties, rights, franchises, and privileges then held, pos- 


Lease, Union Traction Co. to P. R. T. Co. 5 

sessed, leased, operated, controlled, used, and enjoyed 
by said Electric Traction Company and mentioned 
and included in said several foregoing recited leases, 
contracts, agreements, and assignments, said company 
was then the owner of certain contracts appertaining 
to the operation of the railways by it controlled and 
operated, and also of valuable real estate and personal 
property, including certain bonds and shares of the 
capital stock of certain passenger railway companies 
located in the city of Philadelphia; 

And Whereas, The People’s Passenger Railway 
Company, a corporation duly incorporated under the 
laws of said Commonwealth and lawfully owning and 
operating certain lines of street railway in said city 
of Philadelphia, had also, by virtue of certain leases, 
contracts, agreements, and assignments (copies of 
which are hereto attached as parts of “Exhibit C,” 
and marked therein respectively as “Exhibit One,” 
“Exhibit Two,” “Exhibit Three,” “Exhibit Four,” 
“Exhibit Five,” “Exhibit Six,” “Exhibit Seven,” 
“Exhibit Eight,” and “Exhibit Nine,” each and 
every of which said several leases, contracts, agree¬ 
ments, and assignments is hereby made part of this 
agreement as if the same were set forth in full in this 
recital), become lawfully possessed of all the railways, 
property, rights, franchises, and privileges of each 
and every of said passenger railway companies re¬ 
spectively named in each and every of the aforesaid 
leases, contracts, agreements, and assignments, upon 
the terms and conditions and subject to the covenants 
and limitations in each of said several leases, con¬ 
tracts, agreements, and assignments respectively con¬ 
tained ; 

And Whereas, The People’s Traction Company, 
a traction motor company duly incorporated under the 


6 Lease, Union Traction Co. to P. R. T. Co. 

laws of said Commonwealth, by virtue of the powers 
vested in it, did, on the twelfth day of April, A. D. 
1893 , enter into a certain agreement with said Peo¬ 
ple^ Passenger Railway Company to construct, main¬ 
tain, and operate, on the various lines of railway 
owned, leased, controlled, and operated by said last- 
named company, the overhead electrical trolley sys¬ 
tem, a copy of which said agreement is hereto attached 
as part of “ Exhibit C,” and marked therein as “Ex¬ 
hibit Ten,” and is hereby made part of this agree¬ 
ment as if the same were set forth in full in this 
recital; 

And Whereas, Said People’s Traction Company, 
on or about the fifteenth day of April, A. D. 1893 , did 
acquire all the capital stock of said People’s Passenger 
Railway Company, which stock was duly deposited and 
pledged with the Pennsylvania Company for Insur¬ 
ances on Lives and Granting Annuities as the basis 
of an issue of five millions eight hundred and ten thou¬ 
sand dollars ($ 5 , 810 , 000 ) stock trust certificates, issued 
on the fifteenth day of April, A. D. 1893 , upon which 
semi-annual payments were to be made at the rate of 
four ( 4 ) per cent, per annum, free of tax, which cer¬ 
tificates are redeemable on the first day of February, 
A. D. 1943 ; all payments to be made in gold coin of 
the United States of America of the then standard of 
fineness and weight, a copy of the agreement entered 
into between said People’s Traction Company, of the 
one part, and said Pennsylvania Company for Insur¬ 
ances on Lives and Granting Annuities, as trustee 
for said certificate holders, of the other part, being 
hereto attached as part of “Exhibit C,” and marked 
therein as “ Exhibit Eleven, ’ ’ and which is hereby 
made part of this agreement as if the same were set 
forth in full in this recital; 


Lease, Union Traction Co. to P. R. T. Co. 7 

And Whereas, By virtue of said agreement en¬ 
tered into as aforesaid between said People’s Passen¬ 
ger Railway Company and said People’s Traction 
Company (a copy of which is hereto attached as part 
of ‘‘Exhibit C,” and marked therein as “Exhibit 
Ten”) and by virtue of said acquisition by said Peo¬ 
ple’s Traction Company of all of the capital stock of 
said People’s Passenger Railway Company, said Peo¬ 
ple’s Traction Company became and was vested with 
ownership, control, management, and operation of all 
of the property, rights, privileges, and franchises of 
said People ’s Passenger Railway, as well those owned 
and possessed under its own charter as those acquired 
by lease and agreement as hereinbefore set out; 

And Whereas, Union having leased and acquired, 
in the manner hereinbefore recited, all the railways, 
property, rights, franchises, and privileges of said 
Philadelphia Traction Company, acquired by it under 
said various leases, contracts, agreements, and assign¬ 
ments above recited, did, on or about the first day of 
October, A. D. 1895 , acquire all the shares of the cap¬ 
ital stock of the said Electric Traction Company, and 
all the shares of the capital stock of the said People’s 
Traction Company, all of which shares of stock were 
duly deposited with the said Pennsylvania Company 
for Insurances on Lives and Granting Annuities as 
security for an issue of stock trust certificates amount¬ 
ing in the aggregate to twenty-nine millions seven hun¬ 
dred and twenty-five thousand eight hundred and sixty- 
four dollars ($ 29 , 725 , 864 ); and certain semi-annual 
payments thereon by Union in the nature of interest, 
and the ultimate retirement thereof were provided for 
and are fully set forth in a certain agreement dated 
the first day of October, A. D. 1895 , and a certain sup¬ 
plemental agreement dated the tenth day of December, 
A. D. 1895 , between Union and said Pennsylvania 


8 Lease, Union Traction Co. to P. R. T. Co. 

Company for Insurances on Lives and G-ranting 
Annuities (copies of which said agreements are hereto 
attached as parts of “Exhibit B,” and marked therein 
respectively “Exhibit Seven” and “Amendment to 
Exhibit Seven,” and are also attached as parts of 
“Exhibit C,” which agreements are hereby made a 
part of this agreement as if the same were set forth 
in full in this recital), and in a certain other agree¬ 
ment dated the thirteenth day of May, A. D. 1896 , be¬ 
tween Union and said People’s Traction Company, 
and a certain other agreement dated the tenth day of 
December, A. D. 1895 , between Union and said Elec¬ 
tric Traction Company of Philadelphia (copies of 
both of said two last-mentioned agreements being 
hereto attached as parts of “Exhibit B,” and marked 
therein respectively as “Exhibit Nine” and “Exhibit 
Eight,” and are also attached as part of “Exhibit 
C,” which agreements are hereby made part of this 
agreement as if the same were set forth in full in this 
recital); 

And Whereas, By a certain lease and agreement 
dated the first day of July, A. D. 1896 , and duly exe¬ 
cuted, acknowledged, and delivered (a copy of which 
is hereto attached, marked “Exhibit B,” and which, 
including copies of the therein mentioned leases, con¬ 
tracts, agreements, and assignments, forming part of 
said lease, and marked respectively as “Exhibit One,” 
“Exhibit Two,” “Exhibit Three,” “Exhibit Four,” 
“Exhibit Five,” “Exhibit Six,” Exhibit Seven,” 
“Exhibit Eight,” and “Exhibit Nine,” are hereby 
expressly made a part of this agreement as if the same 
were set forth in full in this recital), said Electric 
Traction Company of Philadelphia did duly let and 
demise unto Union, its successors and assigns, for the 
term of nine hundred and ninety-eight ( 998 ) years and 
three ( 3 ) months, for the rentals and upon the terms 


Lease, Union Traction Co. to P. R. T. Co. 9 

and conditions and subject to the covenants, stipula¬ 
tions, and limitations in said agreement and lease, all 
the railways, property, and franchises of said Electric 
Traction Company of Philadelphia, and all its right, 
title, and interest in and to all the railways, property, 
and franchises of the various companies thereinbefore 
specified, of which it was then the lessee or operator, 
and all its rights, privileges, and franchises, derived 
from or under the leases, contracts, agreements, and 
assignments therein recited, saving and excepting from 
said lease and contract all books and papers relating 
to its corporate existence and accounts; 

And Whereas, By a certain tripartite agreement 
and lease between the said the People’s Passenger 
Railway Company, of the first part, the said the Peo¬ 
ple’s Traction Company, of the second part, and said 
Union, of the third part, dated the first day of July, 
A. D. 1896, and duly executed, acknowledged, and deliv¬ 
ered (a copy of which is hereto attached, marked 
“Exhibit C,” and which, including copies of the 
therein mentioned leases, contracts, agreements, and 
assignments forming part of said tripartite agreement, 
and marked respectively as “Exhibit One,” “Exhibit 
Two,” “Exhibit Three,” “Exhibit Four,” “Ex¬ 
hibit Five,” “Exhibit Six,” “Exhibit Seven,” “Ex¬ 
hibit Eight,” “Exhibit Nine,” “Exhibit Ten,” 
“Exhibit Eleven,” “Exhibit Twelve,” “Exhibit 
Thirteen,” and “Exhibit Fourteen,” are hereby ex¬ 
pressly made a part of this agreement as if the same 
were set forth in full in this recital), said People’s 
Passenger Railway Company did demise and let unto 
said People’s Traction Company, its successors and 
assigns, for the term of nine hundred and ninety-eight 
(998) years and three (3) months, and for the rentals 
and upon the terms and conditions, and subject to the 
covenants, stipulations, and limitations therein set 


10 Lease, Union Traction Co. to P. R . T. Co. 

forth, all its railways, property, and franchises, and 
all its right, title, and interest in and to the railways, 
property, and franchises, of the various companies 
therein specified, of which it was then the lessee or 
operator, and all its rights, privileges, and franchises 
derived from or under the therein recited leases and 
assignments, saving and excepting out of said lease 
and contract all books and papers relating to the cor¬ 
porate existence and accounts of said lessor; and said 
People’s Traction Company being lessee as aforesaid, 
did thereupon, in said tripartite agreement and lease, 
duly assign, set over, and transfer unto Union all the 
right, title, and interest which it, the said People’s 
Traction Company, did acquire under said lease, and 
did further grant, demise, and let unto Union, on the 
terms and conditions in said agreement set forth, all 
the property, franchises, and privileges of every kind 
whatsoever of said People’s Traction Company, sav¬ 
ing and excepting out of said lease and contract all 
books and papers relating to the corporate existence, 
business, and accounts of said Company; 

And Whereas, The Fairmount Park and Had¬ 
dington Passenger Railway Company, a corporation 
duly incorporated under the laws of said Common¬ 
wealth, and owning and operating certain lines of rail¬ 
ways on certain streets in the said city of Philadelphia, 
by a certain agreement and lease duly executed and 
delivered, and dated the sixth day of May, A. D. 1895 
(a copy of which is hereto attached as a part of 
“Exhibit D,” and marked therein “Exhibit A,” and 
hereby made a part of this agreement as if the same 
were set forth in full in this recital), did duly lease, 
upon certain terms and conditions, its railway and all 
its property, rights, franchises, and privileges unto 


Lease, Union Traction Co. to P. R. T. Co. 11 

the Hestonville,, Mantua and Fairmount Passenger 
Railroad Company, a corporation duly incorporated 
under the laws of said Commonwealth; 

And Whereas, The said the Hestonville, Mantua 
and Fairmount Passenger Railroad Company, owning 
and operating certain lines of street railway in said 
city, and being also lessee as aforesaid of the railways, 
properties, rights, franchises, and privileges of said 
Fairmount Park and Haddington Passenger Railway 
Company, did, by a certain lease and agreement duly 
executed, acknowledged, and delivered, and dated the 
twenty-seventh day of January, A. D. 1898 (a copy of 
which said lease is hereunto attached, marked “Ex¬ 
hibit H,” and which, together with the copy of a cer¬ 
tain other lease above referred to and forming part 
thereof, is hereby made part of this agreement as if 
the same were set forth in full in this recital), duly 
demise and let unto Union, its successors and assigns, 
for the term of nine hundred and ninety-nine (999) 
years, and for the rentals and upon the terms and con¬ 
ditions and subject to the covenants, stipulations, and 
limitations therein set forth, all and singular its real 
estate, and all its railroad as then constructed or as 
the same might thereafter be lawfully constructed, to¬ 
gether with all its appurtenances, rolling stock, chat¬ 
tels, poles, wires, boilers, engines, dynamos, electrical 
machinery, and supplies, and all other property, real 
or personal, of whatsoever kind, together with all its 
franchises, rights, and privileges thereto respectively 
belonging or in anywise appertaining, and all its lease¬ 
hold rights, particularly those acquired from said 
Fairmount Park and Haddington Passenger Railway 
Company under the lease aforesaid, and also all its 
contracts for operating railways and use of tracks; 

And Whereas, The Citizen’s Clearfield and 
Cambria Street Railway Company, a corporation duly 


12 Lease, Union Traction Co. to P. R. T. Co. 

incorporated under the laws of said Commonwealth, 
with certain rights, privileges, and franchises, includ¬ 
ing, inter alia } the right to lay down, construct, main¬ 
tain, and operate a passenger railway on certain 
streets of the city of Philadelphia, did, as of the first 
day of July, A. D. 1896, duly lease, upon certain terms 
and conditions, for the term of nine hundred and 
ninety-nine (999) years, its railway and all its prop¬ 
erty, rights, franchises, and privileges unto the Elec¬ 
tric Traction Company oe Philadelphia in and by a 
certain indenture of lease, in which Union was joined 
as a party, accepting the assignment thereof therein 
made to it by said Electric Traction Company of 
Philadelphia, a copy of which lease is hereto attached, 
marked “Exhibit E,” and made a part of this agree¬ 
ment as if the same were set forth in full in this recital; 

And Whereas, The Citizen’s East End Street 
Railway Company, a corporation duly incorporated 
under the laws of said Commonwealth, with certain 
rights, privileges, and franchises, including, inter alia, 
the right to lay down, construct, maintain, and operate 
a passenger railway on certain streets of the city of 
Philadelphia, did, as of the first day of July, A. D. 
1896, duly lease, upon certain terms and conditions, 
for the term of nine hundred and ninety-nine (999) 
years, its railway and all its property, rights, fran¬ 
chises, and privileges unto the Electric Traction 
Company of Philadelphia in and by a certain inden¬ 
ture of lease, in which Union was joined as a party, 
accepting the assignments thereof therein made to it 
by said Electric Traction Company of Philadelphia, 
a copy of which lease is hereto attached, marked “ Ex¬ 
hibit F, ’ ’ and made a part of this agreement as if the 
same were set forth in full in this recital; 

And Whereas, The Brown and Parrish Street 
Railway Company, a corporation duly incorporated 


Lease, Union Traction Co . to P. R. T. Co. 13 

•under the laws of said Commonwealth, with certain 
rights, privileges, and franchises, including, inter alia, 
the right to lay down, construct, maintain, and operate 
a passenger railway on certain streets of the city of 
Philadelphia, did, as of the first day of July, A. D. 
1896, duly lease, upon certain terms and conditions, for 
the term of nine hundred and ninety-nine (999) years, 
all its property, rights, franchises, and privileges unto 
the Electric Traction Company of Philadelphia in 
and by a certain indenture of lease, in which Union 
was joined as a party, accepting the assignment thereof 
therein made to it by said Electric Traction Company 
of Philadelphia, a copy of which lease is hereto at¬ 
tached, marked “ Exhibit G,” and made a part of this 
agreement as if the same were set forth in full in this 
recital; 

. And Whereas, The Citizen’s North End Street 
Railway Company, a corporation duly incorporated 
under the laws of said Commonwealth, with certain 
rights, privileges, and franchises, including, inter alia, 
the right to lay down, construct, maintain, and operate 
a passenger railway on certain streets of the city of 
Philadelphia, did, as of the first day of July, A. 1). 
1896, duly lease, upon certain terms and conditions, 
for the term of nine hundred and ninety-nine (999) 
years, its railway and all its property, rights, fran¬ 
chises, and privileges unto the Electric Traction Com¬ 
pany of Philadelphia in and by a certain indenture 
of lease, in which Union was joined as a party, accept¬ 
ing the assignment thereof therein made to it by said 
Electric Traction Company of Philadelphia, a copy 
of which lease is hereto attached, marked “ Exhibit H,” 
and made a part of this agreement as if the same were 
set forth in full in his recital; 

And Whereas, The Empire Passenger Railway 
Company, a corporation duly incorporated under the 


14 Lease, Union Traction Co. to P. R. T. Co. 

laws of said Commonwealth, and owning and operating 
certain lines of railway on certain streets in the said 
city of Philadelphia, with respect to which Union had 
succeeded to certain rights under its lease of the Phil¬ 
adelphia Traction system hereinbefore referred to, 
did, upon the first day of April, A. D. 1897, enter into 
a further agreement in the nature of a lease with 
Union, a copy of which is annexed hereto, marked 
“Exhibit I,” and made a part of this agreement as 
if the same were set forth in full in this recital; 

And Whereas, The Lehigh Avenue Bailway Com¬ 
pany of Philadelphia, a corporation duly incorporated 
under the laws of said Commonwealth, with certain 
rights, privileges, and franchises, including, inter alia , 
the right to lay down, construct, maintain, and operate 
a passenger railway on certain streets of the city of 
Philadelphia, did, on the eighteenth day of September, 
A. D. 1899 (but to take effect as of the first day of 
July, 1899), duly lease, upon certain terms and con¬ 
ditions, for the term of nine hundred and ninety-nine 
(999) years, its railway and all its property, rights, 
franchises, and privileges unto Union in and by a cer¬ 
tain indenture of lease, a copy of which is hereto at¬ 
tached, marked “Exhibit J,” and made a part of this 
agreement as if the same was set forth in full in this 
recital; 

And Whereas, The Frankford and Fairmount 
Bailway Company, a corporation duly incorporated 
under the laws of said Commonwealth, with certain 
rights, privileges, and franchises, including, inter alia , 
the right to lay down, construct, maintain, and operate 
a passenger railway on certain streets of the city of 
Philadelphia, did, on the fifteenth day of April, A. D. 
1901 (but to take effect as of the first day of January, 
1901), duly lease, upon certain terms and conditions, 


Lease, Union Traction Co. to P. R. T. Co. 15 

for the term of nine hundred and ninety-nine (999) 
years, its railway and all its property, rights, fran¬ 
chises, and privileges unto Union in and by a certain 
indenture of lease, a copy of which is hereto attached, 
marked ‘‘Exhibit K,” and made a part of this agree¬ 
ment as if the same were set forth in full in this 
recital; 

And Whereas, The Lindley Avenue Railway 
Company, a corporation duly incorporated under the 
laws of said Commonwealth, with certain rights, privi¬ 
leges, and franchises, including, inter alia , the right 
to lay down, construct, maintain, and operate a pas¬ 
senger railway on certain streets of the city of Phila¬ 
delphia, did, on the fifteenth day of April, A. D. 1901 
(but to take effect as of the first day of January, 1901), 
duly lease, upon certain terms and conditions, for the 
term of nine hundred and ninety-nine (999) years, its 
railway and all its property, rights, franchises, and 
privileges unto Union in and by a certain indenture 
of lease, a copy of which is hereto attached, marked 
“Exhibit L,” and made a part of this agreement as 
if the same were set forth in full in this recital; 

And Whereas, The Fisher’s Lane Railway Com¬ 
pany, a corporation duly incorporated under the laws 
of said Commonwealth, with certain rights, privileges, 
and franchises, including, inter alia, the right to lay 
down, construct, maintain, and operate a passenger 
railway on certain streets of the city of Philadelphia, 
did, on the fifteenth day of April, A. D. 1901 (but to 
take effect as of the first day of January, 1901), duly 
lease, upon certain terms and conditions, for the term 
of nine hundred and ninety-nine (999) years, its rail¬ 
way and all its property, rights, franchises, and privi¬ 
leges unto Union in and by a certain indenture of lease, 
a copy of which is hereto attached, marked “Exhibit 


16 Lease, Union Traction Co. to P. R. T. Co. 

M, ’ ’ and made a part of this agreement as if the same 
were set forth in full in this recital; 

And Whereas, The Germantown and Fairmount 
Park Railway Company, a corporation duly incorpo¬ 
rated under the laws of said Commonwealth, with cer¬ 
tain rights, privileges, and franchises, including, inter 
alia , the right to lay down, construct, maintain, and 
operate a passenger railway on certain streets of the 
city of Philadelphia, did, on the fifteenth day of June, 
A. D. 1901, duly lease, upon certain terms and condi¬ 
tions, for the term of nine hundred and ninety-nine 
(999) years, its railway and all its property, rights, 
franchises, and privileges unto Union in and by a cer¬ 
tain indenture of lease, a copy of which is hereto at¬ 
tached, marked “Exhibit N,” and made a part of this 
agreement as if the same were set forth in full in this 
recital; 

And Whereas, Under and by virtue of the said 
several foregoing-recited leases, contracts, agree¬ 
ments, and assignments, and subject to all the terms 
and conditions therein respectively set forth, all and 
singular the said railways, property, rights, franchises, 
and privileges of the said corporations therein re¬ 
spectively named, and all and singular the extensions, 
improvements, and betterments, as well those al¬ 
ready completed as those in process of construction, 
of each of the said several railways respectively, and 
the real estate and personal property in each of the 
said several leases, contracts, agreements, and assign¬ 
ments respectively set forth or intended to be included, 
became and now are vested in Union; 

And Whereas, In addition to the various railways, 
properties, rights, franchises, and privileges now held, 
possessed, leased, operated, controlled, used, and en- 


Lease, Union Traction Co. to P. R. T. Co. 17 

joyed by Union, mentioned and included in the fore¬ 
going-recited premises, Union is the owner of certain 
contracts appertaining to the operation of the railways 
by it controlled and operated, and also of valuable real 
and personal property, including certain bonds and 
shares of the capital stock of certain passenger rail¬ 
way and traction motor companies located in and near 
the city of Philadelphia, and by virtue of said various 
leases, contracts, agreements, and assignments, and by 
reason of the ownership and control as aforesaid of 
the shares of capital stock of said various passenger 
railway companies and traction motor companies own¬ 
ing or controlling lines of passenger railways in and 
near said city of Philadelphia, Union was, and is, in 
actual possession and control of, and was, and is, law¬ 
fully operating all said various passenger railway lines 
and all the electrical system applied thereto which has 
been built and constructed under the franchises 
granted to said various companies; 

And Whereas, Union is authorized to construct, 
maintain and operate motors, cables, poles, wires, and 
other machinery for supplying motive power to pas¬ 
senger railways and the necessary apparatus for ap¬ 
plying the same, with power, after obtaining consent 
of Councils, to enter upon any street on which a pas¬ 
senger railway now is, or may hereafter be constructed, 
and, with consent of the said passenger railways, to 
make, construct, maintain, and operate thereon such 
motors, cables, electrical, or other appliances, and the 
necessary and convenient apparatus and mechanical 
fixtures to provide for the traction of the cars of such 
passenger railways; and is authorized to enter into 
contracts with passenger railway companies to con¬ 
struct and operate motors, cables, electrical and other 
appliances necessary for the traction of their cars, and 
to operate therewith the cars of such passenger rail- 


18 Lease, Union Traction Co. to P. R. T. Co. 

way companies; and is authorized to lease and to use 
the property and franchises of passenger railways 
which it may desire to thus operate, and to operate 
said railways; and is further authorized to lease the 
property and franchises of other traction motor com¬ 
panies, and to let to other traction motor companies 
its property and franchises; 

And Whereas, Rapid Transit possesses like 
powers with those last above recited as vested by law 
in Union; and the power to acquire and hold shares 
of the capital stock of other corporations, and has been 
duly organized with a capital stock of six hundred 
thousand (600,000) shares of a par value of fifty dol¬ 
lars ($50) each, all of which have been subscribed for 
and upon which ten (10) per cent, has already been 
paid in cash, and has lawfully acquired all the shares 
of the capital stock of the following corporations duly 
organized under the laws of said Commonwealth, viz.: 
the Market Street Elevated Passenger Railway Com¬ 
pany, the Ridge Avenue Elevated Passenger Railway 
Company, the Frankford Elevated Passenger Rail¬ 
way Company, the Passyunk Avenue Elevated Pas¬ 
senger Railway Company, the Germantown Avenue 
Elevated Passenger Railway Company, the Broad 
Street Rapid Transit Street Railway Company, the 
Central Rapid Transit Street Railway Company, the 
Eastern Rapid Transit Street Railway Company, the 
Western Rapid Transit Street Railway Company, the 
Northern Rapid Transit Street Railway Company, 
the Southern Rapid Transit Street Railway Com¬ 
pany, and the Chestnut Hill and Glendside Rapid 
Transit Street Railway Company, and has offered to 
lease, for the term of nine hundred and ninety-nine 
(999) years, from Union its entire street railway sys¬ 
tem as it now exists, including all the property, real 
and personal, of every kind (saving as is otherwise 


Lease , Union Traction Co. to P. R. T. Co. 19 

hereinafter expressly reserved) now owned by Uniox, 
and all its rights, franchises, and privileges, and all its 
right, title, and interest in and to the railways, prop¬ 
erties, rights, franchises, and privileges now held, pos¬ 
sessed, leased, operated, controlled, nsed, and enjoyed 
by it, mentioned and included in the foregoing-recited 
premises; subject, however, at all times hereafter dur¬ 
ing the continuance of said term of lease, to all the 
terms, conditions, limitations, and covenants binding 
upon or in anywise affecting Union as contained in 
each and every of said several above-recited leases, 
contracts, agreements, and assignments, and condi¬ 
tioned also upon the acceptance as binding upon it, and 
of the faithful performance at all times by Rapid 
Transit, of each and every covenant, promise, and 
undertaking which, by each and every of said leases, 
contracts, agreements, and assignments respectively, is 
required to be done, kept, and performed by Union, 
and conditioned also upon the faithful performance 
by Rapid Transit of all the covenants, stipulations, and 
agreements in this indenture of lease contained; 

And Whereas, Said offer has been accepted, and 
an agreement has accordingly been entered into by and 
between Union and Rapid Transit, in the terms here¬ 
inafter set forth, which agreement has been duly made 
by the board of directors of the respective companies 
duly assembled, under the authority of resolutions 
adopted by the stockholders of the respective com¬ 
panies, duly assembled for such purpose; 

Now this Indenture Witnesseth, That for and in 
consideration of the covenants and agreements of 
Rapid Transit hereinafter contained, and of the sum 
of one dollar ($1) by it in hand paid to Union, the re¬ 
ceipt whereof is hereby acknowledged, Union doth 
hereby let and demise to Rapid Transit, its successors, 


20 Lease, Union Traction Co. to P. R. T. Co. 

and assigns, all its right, title, and interest in and to 
the railroads, property, and franchises of the various 
railway and traction motor companies hereinbefore 
specified, of whose respective railroads, properties, 
and franchises it is the lessee or the operator, as the 
same are held and possessed by it under the above- 
recited leases, contracts, agreements, and assignments; 
also all its rights, privileges, and franchises derived 
from or under the above-recited leases, contracts, 
agreements, and assignments; also all contracts for 
operating railways and use of track to it belonging; 
also all its real estate and railways as the same are now 
located and constructed, or as the same may be here¬ 
after located and constructed, in pursuance of any and 
every lawful authority now existing, or which may 
hereafter exist, together with all the branches, exten¬ 
sions, sidings, turnouts, tracks, rights of way, lands, 
machinery, fixtures, depots, stables, shops, wires, 
motors, power houses, electrical plants, appurtenances, 
tenements, and hereditaments of whatever kind 
or description and wherever situate, now held, owned, 
used, or controlled by Union, and also which at any 
time hereafter during the term of this demise may be 
by it held, owned, used, or acquired: Provided, that 
such after-acquired property shall be acquired for 
some purpose incident to, or connected with, the main¬ 
tenance, operation, construction, or extension of the 
aforesaid railways and appurtenances; also all the 
electrical apparatus, horses, machinery, cars and other 
rolling stock, tools, implements, machines, harness, 
equipments, stable furniture, and such other like per¬ 
sonal property generally of every kind or description 
belonging to or controlled by Union, and in use or in¬ 
tended and adapted for use on, in, or about the 
premises demised for the business thereof; also all the 
stock, bonds, and securities to Union belonging, to be 
held in the manner hereinafter set forth; also all the 


21 


Lease, Union Traction Co. to P. R. T. Co. 

rights, powers, franchises and privileges which now, 
or at any time hereafter during the aforesaid term, 
may be lawfully exercised or enjoyed in or about the 
use, management, maintenance, renewal, extension, or 
improvement of the railways and appurtenances above 
demised; also all the right of Union to enter into con¬ 
tracts by lease or otherwise; also all the executory 
contracts of Union for construction and for the supply 
to it of materials, machinery, engines, boilers, cars, 
rails, power houses, and for the protection and im¬ 
provement of its property, rights, and business; also 
all the property, rights, privileges and franchises of 
Union; saving and excepting out of this lease and con¬ 
tract all books and papers relating to the corporate 
existence, business, and accounts of Union: There is 
further excepted out of this grant all the interest of 
the People’s Passenger Railway Company, the Peo¬ 
ple’s Traction Company, and Union in, to, and under 
a certain lease of the Green and Coates Street Philadel¬ 
phia Passenger Railway Company to the People’s Pas¬ 
senger Railway Company, which lease is referred to 
in Exhibit C hereof and set out in full as Exhibit One 
thereof; and also all the interest of the Philadelphia 
Traction Company and Union in, to, and under a cer¬ 
tain lease of the Ridge Avenue Passenger Railway 
Company to the Philadelphia Traction Company, 
which lease is referred to in Exhibit A hereof, and set 
out in full as Lease No. 17 thereof. Each of said 
leases is by its term not assignable without the written 
consent of the lessor. Such consent, however, having 
been given, in each instance the interest of the lessee 
has been duly vested in Union. Until further consent 
is procured for the assignment of such interest by 
Union to Rapid Transit, Union shall continue to 
operate said properties, but shall pay over to Rapid 
Transit a sum equal to the net receipts and profits 
arising from such operation; and in case and when- 


22 Lease, Union Traction Co. to P. R. T. Co. 

ever consent is hereafter secured for the assignment 
of either of said leases to Rapid Transit, then the ex¬ 
ception herein made shall fall and the said interest 
shall he included in this lease and subject to all its 
terms and conditions in the same manner and to the 
same extent as if this exception had not been made: 
And Provided Further, That nothing herein contained 
shall be deemed or taken in any manner to affect the 
right of corporate existence of Union, or its powers or 
franchises, the existence or exercise of which may, 
from time to time, be necessary to fully carry out the 
provisions and intent of this lease, and to protect the 
interests of its stockholders hereunder; 

To Have and to Hold the premises thus leased and 
demised unto Rapid Transit, its successors and as¬ 
signs, for the full term of nine hundred and ninety- 
nine (999) years, beginning on the first day of July, 
A. D. 1902, unless the said term be ended and deter¬ 
mined sooner, as hereinafter provided. 

In Consideration of the Premises, Union and 
Rapid Transit do covenant and agree as follows, each 
binding itself, its successors and assigns, to the other, 
its successors and assigns:— 

One.—Rapid Transit shall and will, in addition to 
the payments hereinafter provided for, pay to Union, 
as rent of the premises hereby demised, the yearly rent 
or sum of nine hundred thousand dollars ($900,000), 
payable semi-annually in each year of the first two 
years from the date of this lease; the yearly rent or 
sum of one million two hundred thousand dollars 
($1,200,000), payable semi-annually, in each year of 
the next two years thereafter; the yearly rent or sum 
of one million five hundred thousand dollars ($1,500,- 
000), payable semi-annually, in each year of the next 
two years, and in each and every year thereafter dur- 


23 


Lease, Union Traction Co. to P. R. T. Co. 

ing the continuance of the term, the yearly rent or sum 
of one million eight hundred thousand dollars ($1,800,- 
000), payable semi-annually, all which said payments 
shall be payable in gold coin of the United States of 
America of the present standard of fineness and 
weight. Said yearly rentals shall be paid in equal 
semi-annual payments on or before the first days of 
January and July in each year, so that Union, on such 
days respectively, may be able to make distribution of 
the same as a dividend to its stockholders, the first 
payment to be made on or before the first day of Jan¬ 
uary, A. D. 1903. There shall be no abatement what¬ 
soever upon these payments, or upon any of them, by 
reason of any advances or other payments which Rapid 
Transit may hereafter be compelled to make on ac¬ 
count of Union, or for any reason whatsoever, it being 
intended that Union shall receive the same clear of all 
deductions of every sort and kind, so that it may be 
able to declare and pay upon each of its outstanding 
shares a semi-annual dividend of seventy-five cents 
($0.75) per share on the first days of January and July 
of each year of the first two years from the date of this 
lease; a semi-annual dividend of one dollar ($1) per 
share on the first days of January and July in each 
of the next two years thereafter; a semi-annual divi¬ 
dend of one dollar and twenty-five cents ($1.25) per 
share on the first days of January and July in each 
year of the next two years, and a semi-annual dividend 
of one dollar and fifty cents ($1.50) per share on the 
first days of January and July in each and every year 
thereafter during the continuance of this lease, said 
dividends all to be free and clear of all deductions, 
charges, taxes and assessments whatsoever. 

Two.—i n addition to the yearly rental which 
Rapid Transit has in the next preceding paragraph 
agreed to pay to Union, Rapid Transit shall and will 


24 Lease, Union Traction Co. to P. R. T. Co. 


pay each, every, and all of the fixed charges, or annual 
or semi-annual or quarterly payments of every kind 
whatsoever which Union is now or which it may at any 
time hereafter during the continuance of this term be¬ 
come liable to pay, under the terms, covenants, and 
conditions of each and every of said several leases, 
contracts, agreements, and assignments hereinbefore 
recited or referred to, or under any other obligation or 
undertaking, binding upon Union, including each and 
every specified sum which, at any specified time or 
times, Union is obligated to pay in the nature of inter¬ 
est or for the purposes of sinking fund upon any bond 
or certificate of indebtedness or obligation of any kind 
whatsoever heretofore issued by any of said passenger 
railway or traction motor companies owned, leased, 
operated, or controlled by Union under each and every 
of said before-recited leases, contracts, agreements, or 
assignments; or under any other similar obligation or 
undertaking binding upon Union; and also including 
each and every specified sum which at any specified 
time or times, yearly or otherwise, Union is obligated 
to pay by way of rental to each and every of said sev¬ 
eral passenger railway and traction motor companies 
owned, leased, operated, or controlled by Union under 
each and every of said several before-recited leases, 
contracts, agreements, and assignments. Rapid Tran¬ 
sit shall pay to Union before each of said several pay¬ 
ments shall fall due by Union, the full amount which 
Union is bound to pay thereunder, including, in the 
case of bonds or other certificates of indebtedness, the 
full interest on all such bonds or other certificates of 
indebtedness (whether or not the same are written free 
of tax), in order that Union may be able to promptly 
make each of said payments to, or on account of, each 
of the said companies thus owned, leased, operated, or 
controlled by it as aforesaid, on the days and times 
when it has convenanted and agreed*to make such pay- 


Lease, Union Traction Co. to P. R. T. Co. 25 

ments. Similar payments shall be made by Rapid 
Transit to Union in order to meet the interest upon 
any bonds which may hereafter be issued, with the 
consent of Rapid Transit, by Union or by any of the 
companies now owned, leased, operated, or controlled 
by Union, for the purpose of taking up any series of 
bqnds heretofore issued and which may hereafter fall 
due in accordance with the provisions of this lease or 
any paragraph hereof. 

Three.—Rapid Transit shall and will, during the 
continuance of the term hereby created, assume the 
payment of, and will faithfully and punctually pay all 
taxes, charges, licenses, and assessments now or here¬ 
after lawfully imposed upon Union, or for which 
Union would otherwise in anywise be liable or charge¬ 
able on account of its corporate existence, or its fran¬ 
chises, property, real or personal, cars, business, earn¬ 
ings, bonds, capital stock, dividends, or profits, and any 
sum which shall hereafter be levied or assessed upon 
any shareholder of Union or upon his shares, by way 
of direct tax upon said shares or the income thereof, 
which Union shall be required to pay on behalf of, or 
to retain from, any such shareholder, so that Union 
shall be able to declare and pay to its shareholders, 
free of tax of any and every kind, levied by any au¬ 
thority, national, State or local, the semi-annual divi¬ 
dends per share hereinbefore specified in paragraph 
one hereof, in gold coin during the continuance of this 
lease. All of said taxes, charges, licenses, and assess¬ 
ments shall be paid directly by Rapid Transit to the 
proper authorities levying the same. Rapid Transit 
shall also be liable for, and shall pay, all assessments, 
taxes, and charges of every kind whatsoever which 
Union has undertaken to pay or may be required to 
pay on behalf of each, every, and all of its leased lines, 
as aforesaid; and the same shall be paid directly by 
Rapid Transit to the proper authorities. 


26 Lease, Union Traction Co. to P. R. T. Co. 

Fourth.—Rapid Transit will pay to Union such 
sums from time to time as may be payable by Union 
to each of its several lessor companies by the terms of 
its several leases for the maintenance of the corporate 
existence of said several lessor companies, and will also 
pay all necessary expenses for maintaining the corpo¬ 
rate existence of Union, including a reasonable salary 
of its secretary and treasurer and such clerks as may 
be needed to attend to keeping the corporate books, 
papers and accounts of Union, and also the expenses 
incident to maintaining a proper transfer office or 
agency for the transfer of the shares of Union and for 
the annual meetings of the stockholders of Union, the 
amount thus paid from time to time to be subject to 
the approval of the board of directors of Rapid Tran¬ 
sit, and no person shall be elected secretary and treas¬ 
urer of Union or be employed in the office of Union 
without the approval of the board of directors of Rapid 
Transit. 

Five.—Rapid Transit shall, at its own expense and 
cost, at all times during the continuance of this lease, 
do all the paving, repairing, and repaving of streets 
along which the tracks of any of the lines leased to or 
operated by Union are or hereafter may be laid, which 
Union, by the terms of said leases and agreements, or 
by any law or ordinance, or for any other reason, will 
be required to do. 

Six.—In certain of the leases, contracts, agree¬ 
ments, and assignments hereinbefore referred to, 
Union is obligated to redeliver to certain of said rail¬ 
way companies, upon the termination of their respec¬ 
tive leases, certain personal property therein specified, 
or to pay to said railway companies the value thereof, 
as determined in advance and named in said leases. 
Said property, so delivered to Union, is still on hand 
or has been renewed, or the proceeds of any sale 


Lease, Union Traction Co. to P. R. T . Co. 27 

thereof, if such has been made, have been reinvested in 
other property intended to take the place of that sold, 
and in every case the property, or its equivalent, is 
delivered to Rapid Transit under this lease. If Union 
shall be required by any such lessor company to make 
such delivery of property, or to make such stipulated 
payment during the continuance of this present lease, 
it shall be the duty of Rapid Transit to make said de¬ 
livery, or to account for the same, or to make such pay¬ 
ment, being entitled to charge therefor against 
Union the amount so paid as an advance to Union, 
as hereinafter provided in paragraph Eleven, unless 
such termination shall have been occasioned prior to 
the expiration of the term by some default of Rapid 
Transit, in which case there shall be no right to charge 
the same against Union. 

Seven.—Rapid Transit shall and will, at all times 
hereafter during the continuance of this lease, faith¬ 
fully keep and perform each and every covenant, 
agreement and undertaking which Union has agreed 
to keep and perform in each and every of said forego- 
ing-recited leases, contracts, agreements, and assign¬ 
ments, hereby assuming and ratifying the same, so that 
no termination of any of the said leases, contracts, 
agreements, or assignments at the option of any of 
said railway or traction companies will be possible by 
reason of a failure to do any act or thing which Union 
may have therein covenanted to do. Rapid Transit 
further agrees to indemnify and save harmless Union 
against and from all loss of damage arising from any 
failure to so faithfully keep and perform the same. In 
case of any forfeiture by reason of any such failure, 
Rapid Transit shall be responsible to Union in dam¬ 
ages, the amount of which shall be determined in ac¬ 
cordance with paragraph Twenty-five hereof, and 
shall be payable in cash to Union. In the case of the 


28 Lease, Union Traction Co. to P. R. T. Co. 

various covenants in said leases to pay moneys for in¬ 
terest, dividends, taxes, and corporate expenses, Rapid 
Transit shall be deemed to have fulfilled its obliga¬ 
tion concerning the same when it shall have paid such 
moneys to Union at the times and in the manner here¬ 
inbefore provided. Rapid Transit will deliver the sev¬ 
eral properties to the various lessor lines, upon the 
termination of the several leases thereof, in the condi¬ 
tion, way, and manner in each of said several leases 
respectively provided. 

Eight.—Union is at present engaged in making 
certain extensions, renewals, and improvements of the 
various railways leased or controlled by it and in re¬ 
constructing certain other of its lines of railway and 
overhead electrical trolley system. Rapid Transit 
shall take up said work, and shall finish it, assuming all 
contracts which have heretofore been entered into by 
Union on account of the same, and making all pay¬ 
ments required under said contracts and necessary to 
finish and complete the same. All payments made by 
Rapid Transit in this behalf which are properly charge¬ 
able to capital account, and also all such payments 
made by Rapid Transit in extending the lines of any 
of the companies leased, operated, or controlled by 
Union as aforesaid, or in substituting a different sys¬ 
tem of traction, shall be charged against Union, in the 
manner and subject to the conditions set forth in para¬ 
graph Eleven hereof. 

Nine.— All other executory contracts of every kind 
and description now outstanding, performable by 
Union, shall be assumed, and performed by Rapid 
Transit, which hereby assumes and ratifies the same, 
and agrees to carry out, keep, and perform the same in 
good faith, and to indemnify and save harmless Union 
against them and every of them. Many of said con¬ 
tracts relate to the furnishing of material and sup- 


Lease, Union Traction Co. to P. R. T. Co. 29 

plies for the operations of the system after July 1st, 
1902; in so far as they so relate, the same shall he as¬ 
sumed and performed by Rapid Transit as if made 
originally by it, and no charge shall be made against 
Union for expenditures or losses thereunder. Certain 
other contracts relating to miscellaneous matters shall 
be in like manner assumed by Rapid Transit, and the 
payments to be made thereunder shall be made by 
Rapid Transit without any charge against Union 
therefor, but Rapid Transit shall be entitled to any 
benefit or services which would otherwise have been 
received thereunder by Union: Provided, however, 
That such services shall be rendered, not against, but 
in the interest of Union. 

Ten— In order to provide for and pay off any 
floating debt existing prior to July 1st, 1902, IJnion has 
made an issue of collateral trust bonds amounting to 
one million five hundred thousand dollars ($1,500,000), 
secured by deposit of thirty-five thousand (35,000) 
common shares of the capital stock of the Hestonville, 
Mantua and Fairmount Passenger Railroad Com¬ 
pany owned by Union, under a certain indenture of 
agreement dated July 1st, A. D. 1902, by and between 
Union and The Land Title and Trust Company of 
Philadelphia, a copy of which said indenture of agree¬ 
ment is hereunto attached, marked “Exhibit O,” and 
made a part of this agreement as if the same were here 
set out in full. Rapid Transit accepts and assumes 
each, every, and all liability of Union thereunder, as 
to interest, sinking fund, and principal, and agrees to 
pay the same when any of said payments fall clue. 
When any of said shares of stock of said Hestonville, 
Mantua and Fairmount Passenger Railroad Company 
deposited as aforesaid are released under the terms of 
said agreement, they shall be delivered and transfer¬ 
red to Rapid Transit, under and subject to all the terms 


30 Lease, Union Traction Co. to P. R. T. Co. 

and conditions of paragraph Thirteen hereof. Union 
is to transfer and assign to Rapid Transit all cash, 
bills and accounts receivable, material and supplies on 
hand on July 1st, 1902, and certain miscellaneous se¬ 
curities not elsewhere referred to herein, and also the 
securities mentioned in paragraph Twenty hereof, in 
consideration of which Rapid Transit agrees to assume 
and pay any other floating indebtedness of Union 
which may be found to exist at said date, including all 
rentals, interest, dividends, taxes, license charges, and 
payments in the nature of fixed charges, payable by 
Union, accrued or accruing and apportioned to July 
1st, 1902, and no charge shall be made against Union 
for or on account of any such payments. If any other 
indebtedness of Union of any description whatever 
shall at any time hereafter be found to exist, the same 
is hereby assumed by Rapid Transit, which agrees to 
pay the same, whether said indebtedness be liquidated, 
accrued, accruing, or to accrue, admitted, disputed, in 
suit or otherwise, and including all suits or claims for 
penalties, or for paving, repairing, or repaving of 
streets, or for injuries or damages to persons or prop¬ 
erty, or growing out of any cause of action whatsoever 
arising or existing prior to the taking effect of this 
lease, and including all costs and expenses of any suit 
brought or to be brought thereon; and when all said 
indebtedness of every character has been paid, and not 
before that time, all said cash, bills and accounts re¬ 
ceivable, material and supplies, and the said miscel¬ 
laneous securities, and those referred to in paragraph 
Twenty hereof, shall become the absolute property of 
Rapid Transit. All payments made by Rapid Transit 
for or on account of Union, under this paragraph, ex¬ 
cept those made for interest on said collateral trust 
bonds and those as to which no charge is to be made, 
as hereinabove stated, shall be charged against Union 
in the account to be stated in the manner set out in 
paragraph Eleven hereof. 


Lease, Union Traction Co. to P. R. T. Co . 31 

Eleven. —An account shall be stated between the 
parties hereto in the following manner: Union shall 
be charged with all payments made by Rapid Transit 
and to be chargeable against Union under the pro¬ 
visions of paragraphs Six, Eight, and Ten hereof, and 
Union shall be further charged therein with all pay¬ 
ments hereafter made by Rapid Transit in extending 
or enlarging the system of Union, or any of the lines 
of railway of the companies now owned, leased, 
operated, or controlled by Union, as provided in 
paragraph Eighteen hereof. 

Union shall be credited with (1) the value of all 
the cash, bills and accounts receivable, materials and 
supplies on hand July 1st, 1902, and securities of every 
kind transferred and assigned by Union to Rapid 
Transit under paragraph Ten hereof, and also of all 
the cash and securities transferred and assigned by 
Union to Rapid Transit under paragraph Twenty 
hereof, and (2) the proceeds arising from any sale 
made with the consent of Union in the manner pro¬ 
vided for in this agreement, of any of the shares of 
stock hereby transferred by Union to Rapid Transit, 
and (3) the value of all securities which may hereafter 
be received by Union and delivered to Rapid Transit, 
as explained in paragraph Nineteen hereof, the same 
to be credited from time to time as received. 

If said account, or the value of any of said bonds, 
stocks, or other property, cannot be agreed upon be¬ 
tween the parties hereto, it shall be determined and 
stated by appraisers in accordance with paragraph 
Twenty-eive hereof. The said account shall not bear 
interest; nor shall any balance thereof found due, be 
payable until the termination of this lease, when it 
shall be paid; but if this lease should be terminated at 
any time by reason of any default on the part of Rapid 
Transit, any balance then due it by Union shall not be 
paid, but shall be marked off and canceled, and all 


32 Lease, Union Traction Co. to P. R. T. Co. 


right to retain as collateral for such indebtedness any 
securities transferred to Rapid Transit under this 
lease, shall cease; it being intended in that event that 
the right of Rapid Transit to receive any reimburse¬ 
ment for any advances or for any claim which it has 
against Union over and above the amount of the 
credits aforesaid, shall cease and wholly determine, the 
advances being made upon the understanding that they 
shall not be reimbursed, but shall be treated as pay¬ 
ment made by Rapid Transit on its own account in 
case it shall bring about a termination of this lease by 
its own default. 

Twelve.—Union is the owner of two hundred 
(200) shares of the capital stock of the Real Estate 
Holding Company (a corporation duly organized under 
the laws of said Commonwealth), being the whole of 
its present capital stock. Said company holds title to 
certain pieces of real estate necessary for the opera¬ 
tion of certain parts of the railway system of Union. 
Said properties are subject to and charged with an in¬ 
debtedness due to Union, as shown by its books and 
accounts. All said shares shall be transferred to 
Rapid Transit, which shall hold the same as lessee, 
under the terms of paragraph Thirteen hereof. Upon 
every certificate therefor shall be marked the words: 
“Not transferable without the written consent of the 
Union Traction Company of Philadelphia.” Said 
shares shall not, at any time hereafter, be sold; nor 
shall the same be voted to authorize the sale of any of 
the real estate now standing in the name of the said 
company, except with the consent of Union duly ex¬ 
pressed by a resolution of its board of directors, and 
all the proceeds arising from the sale of any of such 
real estate shall forthwith be invested in other real 
estate to be held subject to the same conditions, or be 
otherwise invested in a manner satisfactory to the 


Lease, Union Traction Co. to P. R. T. Co. 33 

board of directors of Union, so as to fully secure said 
indebtedness from said Real Estate Holding Company 
to Union. 

And, in order that the true intent and meaning of 
this paragraph may not, at any time hereafter, be de¬ 
feated, said stock shall not, at any future time, be voted 
for the purpose of authorizing any further increase 
of the capital stock of said company without the con¬ 
sent of the board of directors of Union, nor unless and 
until said indebtedness of said company to Union shall 
first have been secured in a manner satisfactory to 
the board of directors of Union. 


Thirteen. —-Union is the owner in its own right 
of the following shares of capital stock of the follow¬ 
ing-named corporations respectively, viz.:— 


125 

Shares 

Aramingo Ave. Pass. Ry. Co., 

185 

i t 

East Aramingo Ave. Pass. Ry. Co^ 

100 

t i 

Girard Ave. Pass. Ry. Co., 

14 

i i 

Electric Traction Co., 

61 

i i 

People’s Traction Co., 

300 

t < 

Northern Pass. Ry. Co., 

780 

C l 

Chelten Ave. Pass. Ry. Co., 

300 

< l 

Centennial Pass. Ry. Co., 

1,200 

i i 

Philada., Cheltenham & Jenkintown 


Pass. Ry. Co., 

200 

l < 

Hillcrest Ave. Pass. Ry. Co., 

29 

i l 

People’s Pass. Ry. Co., 

240 

i i 

Lindley Ave. Ry. Co., 

240 

l i 

Fisher’s Lane Ry. Co., 

254 

11 

Empire Pass. Ry. Co., 

4,780 

L l 

Preferred Stock, Hestonville, Mantua 


& F. P. R. R. Co., 

294 

i i 

Common Stock, Hestonville, Mantua & 


F. P. R. R. Co., 

781 

i i 

Cheltenham & Willow Grove Turnpike 


Co., 


34 Lease, Union Traction Co. to P. R. T. Co. 


279 Shares 
1,600 
1,560 
2,000 

20,000 “ 
720 
300 
300 

120 “ 


Hatboro & Warminster Turnpike Co., 
Germantown &Fairmount Park Ry. Co., 
Prankford & Fairmount Ry. Co., 
Philadelphia & Willow Grove St. Ry. 
Co., 

Lehigh Avenue Railway Co., 

Citizens ’ North End St. Ry. Co., 
Brown & Parrish St. Ry. Co., 

Citizens’ East End St. Ry. Co., 
Citizens’ Clearfield and Cambria St. 


Ry. Co., 

538 4 4 Frankford & Oxford Plank Road Turn¬ 

pike Co. 


All said shares of stock shall be transferred to 
Rapid Transit, which shall hold the same as Lessee; 
and be entitled to all dividends and income thereon, 
and also to hold the same as collateral security for any 
balance due it for advances made by it to Union, as 
provided in paragraph Eleven hereof; but upon every 
certificate shall be indorsed the words, “Not transfer¬ 
able without the written consent of the Union Traction 
Company of Philadelphia.” None of said shares of 
stock shall be sold at any time by Rapid Transit prior 
to the time at which the advances for which said 
shares may be held as collateral security shall be col¬ 
lectible from Union under the terms of paragraph 
Eleven, and at that time only after thirty (30) days’ 
written notice to Union of the intention thus to sell. 

No use shall be made of any shares transferred 
to Rapid Transit} hereunder either by direct vote of 
the lessee as holder of shares, or by that of directors 
elected by any such vote, which shall in any way ques¬ 
tion any of the acts or doings of Union or of any of its 
leased lines antecedent to the date of this lease, or 
which shall, without the consent of Union, increase the 
indebtedness or issue of capital stock of any of the 


Lease, Union Traction Co. to P. R. T. Co. 35 

companies whose shares are thus transferred, or which 
shall alter, affect, or prejudice the interest of Union 
in said companies, or any contracts between any of 
said companies and Union. 


Fourteen.—Union is the owner, as lessee, of the 
following shares of stock:— 


92 

Shares Philada. & Gray’s Ferry Pass. Ry. Co., 

50 

i i 

13th & 15th St. Pass. Ry. Co., 

705 

i L 

Philada. & Darby R. R. Co., 

81 

i i 

Philada. City Pass. Ry. Co., 

160 

< i 

Park Ave. & Carlisle St. Pass. Ry. Co., 

:o,ooo 

i l 

22nd St. & Allegheny Ave. Pass. Ry. 
Co., 

2,000 

i i 

Fairmount Park Pass. Ry. Co., 

80 

i i 

Tioga & Venango Sts. Pass. Ry. Co., 

100 

i i 

Kessler St. Connecting Pass. Ry. Co., 

8,000 

i i 

Catharine & Bainbridge Sts. Pass. Ry. 
Co., 

1,000 

i i 

Walnut St. Connecting Pass. Ry. Co., 

120 

i l 

Huntingdon St. Connecting Pass. Ry. 
Co., 

120 

i i 

Ridge Ave. Connecting Pass. Ry. Co., 

5,656 

i i 

Empire Pass. Ry. Co., 

7,859 

i i 

West Philada. Pass. Ry. Co. (5900 
shares held by Pa. Co. for Ins. on 


L. & G. Annuities, Trustees for 
Philada. Traction Co. 4% Col¬ 
lateral Loan). 

6,046 “ Union Pass. Ry. Co. (2000 shares held 

by Pa. Co. for Ins. on L. & G. 
Annuities, Trustee for Philada. 
Traction Co. 4% Collateral 
Loan). 

(The shares of the Marshall Street Railway Company, referred 
to in “Exhibit A,” are not included in this lease, the charter of said 
company having been vacated by a decree of ouster.) 


36 Lease , Union Traction Co. to P. R. T. Co. 

All of said shares were the absolute property of 
Philadelphia Traction Company, and were acquired 
by Union as Lessee under the lease of the Philadel¬ 
phia Traction Company to Union, which said lease 
has been heretofore referred to and is set out as “ Ex¬ 
hibit A” of this lease. Five thousand nine hundred 
(5,900) of the said seven thousand eight hundred and 
fifty-nine (7,859) shares of the capital stock of the 
West Philadelphia Passenger Railway Company, and 
two thousand (2,000) shares of the said six thousand 
and forty-six (6,046) shares of the Union Passenger 
Railway Company are held by the Pennsylvania Com¬ 
pany for Insurances on Lives and Granting Annuities 
as trustee for security of a certain indebtedness of the 
Philadelphia Traction Company, as is fully set out in 
Article 3 of the said lease of the Philadelphia Trac¬ 
tion Company to Union, a copy of which is attached 
hereto as ‘‘Exhibit A.” All of the said shares above 
enumerated shall be transferred into the name of 
Rapid Transit, as lessee, but upon every certificate 
shall be indorsed the words, “Not transferable without 
the written consent of the Union Traction Company 
of Philadelphia and of Philadelphia Traction Com¬ 
pany.” The transfer to Rapid Transit hereunder 
shall pass such rights, and such rights only, as Union 
has in said shares as lessee under said lease from the 
Philadelphia Traction Company, and subject to all 
the terms and conditions of said lease; but all divi¬ 
dends accruing and paid on said shares shall be the 
absolute property of Rapid Transit. As often as any 
of said shares of said West Philadelphia Passenger 
Railway Company and said shares of said Union 
Passenger Railway Company deposited with the Penn¬ 
sylvania Company for Insurances on Lives and 
Granting Annuities as aforesaid are released under 
the terms of the agreement hereinbefore referred to, 
they shall be transferred into the name of Rapid 


Lease, Union Traction Co . to P. R. T. Co. 37 

Transit in the manner herein prescribed and he held 
subject to the provisions set forth in this paragraph. 

Fifteen.—The Continental Passenger Railway 
Company (hereinbefore referred to in “Exhibit A”) 
is the owner of six thousand one hundred (6,100) 
shares of the capital stock of the Empire Passenger 
Railway Company (hereinbefore referred to in “Ex¬ 
hibit A”) and of ten thousand (10,000) shares of the 
capital stock of the Seventeenth and Nineteenth 
Streets Passenger Railway Company (hereinbefore 
referred to in “Exhibit A”) now held by the Union 
Passenger Railway Company (hereinbefore referred 
to in “Exhibit A”) as trustee and lessee. By virtue 
of the lease of said Continental Passenger Railway 
Company to said Union Passenger Railway^ Company 
and of the agreement of the latter company with the 
Philadelphia Traction Company (copies of which said 
lease and agreement are set forth in “Exhibit A”) 
the dividends of every sort and kind which are at any 
time declared and paid on said stock during the con¬ 
tinuance of said agreement are to be paid to said 
Philadelphia Traction Company as if it were the 
owner thereof. Such rights as Philadelphia Traction 
Company had in said shares under said various agree¬ 
ments or otherwise were transferred to Union by the 
lease hereinbefore referred to and set out as “Exhibit 
A” hereof, and such rights, and such rights only, as 
Union has in said shares under said agreements, or 
otherwise, are hereby transferred to Rapid Transit as 
lessee, which shall receive all the dividends thereon 
without allowing Union any credit therefor. 

Sixteen. —Under the agreement of October 1st, 
1895, and the supplemental agreement of December 
10th, 1895, between Union and the Pennsylvania Com¬ 
pany for Insurances on Lives and Granting Annui¬ 
ties (copies of which said agreements are liereinbe- 


38 Lease, Union Traction Co. to P. R. T. Co. 


fore recited and contained in “Exhibit C”), there were 
deposited with said trust company all the shares of the 
capital stock of both the Electric Traction Company 
and the People's Traction Company as security for an 
issue of stock trust certificates amounting to twenty- 
nine million seven hundred and twenty-five thousand 
eight hundred and sixty-four dollars ($29,725,864), the 
semi-annual payments in the nature of interest upon 
which Rapid Transit is required to make under the 
provisions of paragraph Two hereof. Under said 
agreement said stock trust certificates become redeem¬ 
able at the option of Union on or after October 1st, 
1945, and in the event that said option should be exer¬ 
cised and the principal of said collateral trust certifi¬ 
cates be paid off, all of the shares of stock of said Elec¬ 
tric Traction Company and of said People's Traction 
Company would become absolutely the property of 
Union. Should Rapid Transit desire to redeem said 
stock trust certificates when or after the same shall 
have become redeemable as aforesaid, and to pay off 
the principal thereof, Union shall and will take any 
and all such corporate action as may be nec¬ 
essary to enable Rapid Transit so to do, and upon 
the redemption and cancellation of said stock 
trust certificates in manner aforesaid, all said shares 
of stock of said Electric Traction Company and of 
said People's Traction Company shall become the 
property of Rapid Transit as lessee, entitled to all 
dividends and income thereof, and also to hold the 
same as collateral security for the amount of money 
expended by Rapid Transit in paying off the principal 
of said stock trust certificates, and the amount thus 
expended shall be charged against Union as an ad¬ 
vance in the manner provided in paragraph Eleven 
hereof; but upon every certificate for said shares when 
thus acquired by Rapid Transit there shall be marked 
the words, “Not transferable without the written con- 


39 


Lease, Union Traction Co. to P. R. T. Co. 

sent of the Union Traction Company of Philadelphia 
Should Rapid Transit at any time pay off the princi¬ 
pal of said stock trust certificates and thereby become 
the owner as lessee of said shares of stock of said 
Electric Traction Company and said People's Trac¬ 
tion Company and it should be deemed advisable by 
Rapid Transit at any time thereafter to use said shares 
of stock as collateral security for a loan or loans not 
exceeding in the aggregate the amount expended by 
Rapid Transit in paying off said stock trust certificates, 
or should Rapid Transit desire, at the time when said 
stock trust certificates mature as aforesaid, to extend 
or renew the same for a further period of time, or 
should it desire to refund the same at a lower rate of 
interest by paying off the principal thereof and is¬ 
suing any new obligations based upon the deposit or 
pledge as security of said shares of stock of said com¬ 
panies after the same shall have been released and sur¬ 
rendered by said trust company, Union shall and will 
take any and all such corporate action as may be nec¬ 
essary to enable Rapid Transit so to do. 

Seventeen.—Rapid Transit shall indemnify and 
save harmless Union from all loss, damage, claims, and 
liability of every description arising from or out of 
the management, use, or operation of the property 
herein demised, or from or by reason of anything that 
may be done by Rapid Transit in the premises. Rapid 
Transit shall defend all suits and actions which are 
now pending or which may be hereafter brought 
against Union for any cause of action, or pretended 
cause of action, heretofore arising or which may here¬ 
after arise, and shall pay as well all costs and charges 
of said suits and the expense thereof, as all verdicts, 
judgments, recoveries,, and decrees therein, and no 
charge whatever shall be made against Union for or 
on account of the same, or any part thereof, except that 


40 Lease , Union Traction Co. to P. R. T. Co. 

any sums which Rapid Transit may be compelled to 
pay in suits now pending, or which may hereafter be 
brought against Union for causes of action arising 
prior to the date of this lease, may be charged against 
Union in the manner provided in paragraph Eleven. 
Rapid Transit shall further, at its own cost and ex¬ 
pense, bring such suits and actions as may be necessary 
to conserve and protect the rights of Union in and 
under each, every, and all of its aforesaid leases, agree¬ 
ments, and indentures: Provided, however, That the 
prosecution of such suits and actions or the defending 
of any which may be brought by other parties, shall not 
relieve Rapid Transit from its liability to Union under 
paragraph Seven hereof, in case any of the rights and 
franchises now secured to Union under said leases, 
agreements, and indentures be lost by any act or omis¬ 
sion of Rapid Transit. 

Eighteen.— It is understood that the growth of 
the city during the term of this lease will require from 
time to time extensions by Rapid Transit of the rail¬ 
way system controlled by it (which will include cer¬ 
tain railways and traction systems besides those herein 
demised). Such extensions shall be made from time 
to time, in so far as the same may be upon streets 
upon which Union, by the terms of the leases with its 
lessor companies, is required to extend in the exercise 
of franchises of its lessor companies, in accordance 
with the terms of said leases; and subject to this pro¬ 
vision, Rapid Transit shall have the right to make such 
extensions under any franchise, the exercise of which 
it may control, as in the discretion of the board of di¬ 
rectors of Rapid Transit may be in the best interest of 
Rapid Transit : Provided, however, That all lines so 
constructed shall be leased by Rapid Transit upon a 
fair and reasonable rental, and in the event of the ter¬ 
mination of this lease by any default of Rapid Transit, 


41 


Lease, Union Traction Co. to P. R. T. Co. 

that then and in such case Union shall have the right 
to require from Rapid Transit an assignment of the 
leases of such lines as are proper extensions of the 
system of Union, and any failure to make such as¬ 
signment shall be a breach of the covenants hereof, to 
be settled by arbitration, as provided in paragraph 
Twenty-five hereof. 

Nineteen.—Union lias made certain advances to 
certain of its leased lines which stand upon its books 
as open accounts. Under the leases and agreements 
hereinbefore recited, Union is entitled to certain rights 
by reason of said advances. Nothing herein contained 
shall prevent Union from taking from any of said les¬ 
sor companies any securities for such advances to 
which it may be entitled; but Union shall not be com¬ 
pelled to take securities for any such indebtedness. The 
indebtedness itself, neither in its present nor in any 
future form, shall bear interest as between the parties 
hereto during the continuance of this lease. If, how¬ 
ever, such securities be taken by Union at any time 
hereafter for such indebtedness, or any part thereof, 
the same shall be delivered to Rapid Transit, which 
shall be entitled to hold the same as collateral security, 
as is provided in paragraph Thirteen hereof. 

Twenty.—Union is at present carrying fire in¬ 
surance policies in various companies amounting in 
the aggregate to one million one hundred and twenty 
thousand six hundred and fifteen dollars ($1,120,615), 
and has also accumulated an insurance fund of its own, 
represented by sundry stocks, mortgages and securities 
of the value in the aggregate of upwards of eight hun¬ 
dred and fifty thousand dollars ($850,000), and is also 
setting apart from its receipts and paying into said 
insurance fund the sum of ten thousand dollars ($10,- 
000) per month. In addition to said stocks, mortgages 
and securities there will be in said insurance fund on 


42 Lease, Union Traction Co. to P. R. T. Co. 

July 1st, 1902, cash amounting approximately to 
twenty-nine thousand dollars ($29,000). The follow¬ 
ing is a list of said stocks, mortgages, and securities at 
present in said insurance fund, viz.:— 

Three thousand six hundred and twenty-five 
(3,625) shares of the capital stock of the Philadelphia 
Traction Company; 

Two hundred and seventy-nine thousand two hun¬ 
dred dollars ($279,200), at par, of the Electric and Peo¬ 
ple’s Traction Stock Trust Certificates; 

Mortgage for twenty-five thousand dollars ($25,- 
000) on property at Fifty-second and Lancaster Ave¬ 
nue, Philadelphia; 

Two mortgages aggregating thirty-five thousand 
dollars ($35,000) on property at Thirteenth and Jack- 
son Streets, Philadelphia; 

Three mortgages aggregating fifty-five thousand 
dollars ($55,000) on property at Fifteenth and Cum¬ 
berland Streets, Philadelphia; 

Two mortgages aggregating nine thousand dollars 
($9,000) on property at Eighth and Dauphin Streets, 
Philadelphia; 

Mortgage for fifteen hundred dollars ($1,500) on 
properties 6729-31-33 Germantown Avenue, Philadel¬ 
phia ; 

Mortgage for thirty ; five. hundred dollars ($3,500) 
on property on Lombard Street, west of Twenty-fifth 
Street, Philadelphia; 

Mortgage for seventy thousand dollars ($70,000) 
on property on Patterson Avenue, west of Broad 
Street, Philadelphia; 

Ground rent of four hundred and thirty-seven dol¬ 
lars and fifty cents ($437.50) principal, on property 
on Taney Street, south of Girard Avenue, Philadel¬ 
phia ; 

Ground rent of one thousand dollars ($1,000) prin¬ 
cipal, on property at 2516 Lombard Street, Philadel¬ 
phia. 


Lease, Union Traction Co. to P. R. T. Co. 43 

Union shall and will forthwith set over, assign, 
and transfer unto Rapid Transit in accordance with the 
provisions in paragraph Ten hereof, all of the cash 
and all of said several recited stocks, mortgages, and 
securities now constituting said insurance fund, and 
Rapid Transit accepts the same as of the cash value of 
eight hundred and fifty thousand dollars ($850,000). 

Rapid Transit shall and will, at its own expense, 
at all times hereafter, keep up a line of fire insurance 
in other companies, and shall provide and maintain a 
fire insurance fund of its own as security against loss 
by fire on the premises hereby demised, neither of 
which shall ever be less in amount, unless with the 
consent of Union, than the insurance now carried in 
other companies and provided for by said insurance 
fund by Union, and shall and will from time to time 
add to said insurance fund by monthly payments in 
said fund equal to those now made by Union, until such 
time as the directors of Rapid Transit and of Union 
shall both agree that said insurance fund is adequate 
for the proper protection of the property hereby de¬ 
mised from the danger of loss by fire. And for that pur¬ 
pose Rapid Transit shall and will retain in said insur¬ 
ance fund all the stocks, mortgages and securities afore¬ 
said, or, in the event of its desiring to sell or dispose of 
the same, or any part thereof, it shall and will sub¬ 
stitute therefor other securities of equal value and 
such as are satisfactory to the board of directors of 
Union. Union shall have a right to object to insur¬ 
ance being effected or maintained in companies which 
are not financially able to respond in case of loss, and 
Rapid Transit shall, whenever requested by Union, 
furnish the latter with a list of all insurance .in force 
covering the property subject to this lease, and of all 
securities and moneys constituting said insurance fund. 
In no event shall moneys received from insurance be 
appropriated without the consent of Union otherwise 


44 Lease, Union Traction Co. to P. R. T. Co. 


than in and about the replacement or restoration of the 
lost or damaged property. 

Rapid Transit shall and will, at all times, at its 
own expense, keep and perform all the covenants bind¬ 
ing upon Union in the various leases, agreements, con¬ 
tracts, and assignments heretofore recited relating to 
insuring the property of its various leased lines. 

If at any time the board of directors of Union 
and the board of directors of Rapid Transit shall fail 
to agree upon any point or points intended to be cov¬ 
ered by this paragraph, the point or points in dispute 
shall be referred to and decided by arbitrators, selected 
and acting in accordance with the provisions of para¬ 
graph Twenty-five hereof. 

Twenty-one.—Rapid Transit shall and will, from 
time to time, and at all times during the continuance 
of this lease, manage and operate the railways and 
other property hereby demised in such manner as in 
the judgment of Rapid Transit will tend to best de¬ 
velop the business of the system. 

It is the true intent and meaning of this agree¬ 
ment that the railway system herein demised by Union 
shall be at all times kept in the same general good re¬ 
pair and condition in which the same now is, or will 
be upon the completion of the contemplated improve¬ 
ments hereinbefore referred to, and fully equipped 
with the best and most improved equipment for operat¬ 
ing the same. 

Rapid Transit shall, at the expiration or other ter¬ 
mination of the term hereby created, surrender to 
Union all the property and premises hereby demised 
in the same good order and condition in which they 
now are, with the streets upon which the various lines 
of railway are laid paved in the same good condition 
as they now are. 

Rapid Transit accepts the premises hereby de- 


Lease, Union Traction Co. to P. R. T. Co. 45 

mised as being in all respects fully equipped in a mod¬ 
ern manner as a first-class street railway system cov¬ 
ering the various lines of street railways now operated 
by Union, with all proper and necessary railways and 
appliances, power houses, storage battery plants, build¬ 
ings, repair shops, electrical machinery and devices, 
poles, wires, overhead and underground conduits, cars, 
motors, tools, implements, and equipments; and Rapid 
Transit shall and will, on the determination of this 
lease, either by expiration of the term herein created or 
by its earlier termination under the provisions of this 
lease, deliver to Union the entire system and all parts 
thereof and everything pertaining thereto (including 
all extensions made in accordance with the provisions 
of paragraph Eighteen hereof), fully equipped in a 
thoroughly first-class manner in all respects, with all 
improvements which may be then in general use on 
similar first-class street railway systems of like extent. 
But Union shall not be compelled to accept by way of 
substitution any property which shall not be deemed 
by it proper and suitable for its purposes and adapt¬ 
able to the needs of the company at the time of such 
surrender. And in case Union shall object that 
the property as turned over, or any part of it, is not 
in first-class condition, or that the system of railways 
hereby demised, or any of the lines forming part of it, 
is not fully equipped in every respect in the manner 
herein provided for, or intended to be provided for, 
then any question in dispute relative thereto shall be 
determined by arbitrators in the manner herein pro¬ 
vided in paragraph Twenty-five hereof, and if said 
arbitrators find in favor of Union upon such disputed 
question or questions, an award shall be made in favor 
of Union and against Rapid Transit for such an 
amount in money as shall enable Union to properly 
equip said system in accordance with the true intent 
and meaning hereof. 


46 Lease, Union Traction Co. to P. R. T. Co. 


Twenty-two.— If, in the opinion of the board of 
directors of Union, Rapid Transit shall at any time 
fail to keep the property, its equipment or operation, 
up to its agreed standard of efficiency, they may notify 
Rapid Transit in writing wherein such failure is 
charged, and upon the failure of Rapid Transit, after 
such notice, to proceed promptly to remedy its failure, 
or upon its refusal to do so, Union may proceed to 
submit the matter to three (3) arbitrators, chosen in 
the manner hereinafter prescribed in paragraph 
Twenty-five, whose duty it shall be to make a report 
in writing, wherein they shall determine whether such 
complaint is well founded, and, if so, in what respects, 
specifying what shall be done by Rapid Transit in 
order to bring said property and its equipment, or to 
keep its operation up to said agreed standard of effi¬ 
ciency, and their decision, or that of a majority of 
them, when had, shall be final between the parties; 
and it shall thereupon be the duty of Rapid Transit to 
comply therewith within three (3) months from notice 
of such report, and upon the allegation by Union that 
there has been on the part of Rapid Transit a failure 
to so comply, the question shall be determined by said 
arbitrators in accordance with paragraph Twenty-five 
hereof, and upon a decision adverse to Rapid Transit, 
Union shall be at liberty by appropriate proceedings 
in a court of equity to compel specific performance of 
this covenant. 

Twenty-three.—Union shall and will, during the 
term hereby demised, continue its corporate existence 
and organization. At all times, and from time to time 
during the said term, when requested by Rapid Tran¬ 
sit, it shall and will put in force and exercise each and 
every lawful corporate power and do each and every 
lawful corporate act which Union might have or may 
at any time hereafter lawfully put in force or exercise 


47 


Lease, Union Traction Co. to P. R. T. Co. 

to enable Rapid Transit to enjoy, avail itself of, and 
exercise every right, franchise, and privilege in re¬ 
spect to the use, management, maintenance, extension, 
or improvement of the premises hereby demised or 
intended so to be, Rapid Transit hereby agreeing to 
indemnify and save harmless Union and its lessor 
companies against all expense, loss, damage, or lia¬ 
bility for such exercise of the corporate powers or 
performance of corporate acts, or for the exercise of 
the corporate powers or performance of corporate 
acts of lessor companies when exercised or done at the 
request of Rapid Transit. Union will do all that may 
be necessary to be done in the exercise of its fran¬ 
chises, by application to City Councils and otherwise, 
to secure the proper advantage to Rapid Transit of 
this contract. It shall not, however, nor shall its les¬ 
sor lines, be subjected to any expense by reason of 
the exercise of its or of their franchises in the way 
provided for, nor by reason of such application thus 
stipulated to be made. 

Twenty-four.—Rapid Transit, keeping and per¬ 
forming the covenants herein contained upon its part 
to be kept and performed, shall and may at all times, 
and from time to time, peaceably and quietly have, 
hold, use, and enjoy the demised premises, and every 
part and parcel thereof, with the appurtenances, with¬ 
out any manner of let, suit, trouble, or hindrance from 
Union, its successors or assigns. Union shall and 
will, at any time hereafter, execute and deliver such 
further assurances as may be reasonably required 
fully to effectuate the objects and purposes of this in¬ 
denture, and more fully to cause to accrue unto Rapid 
Transit the rights and privileges herein mentioned, 
accorded, and granted, or intended so to be. 

Twenty-five.— It is expressly understood and 
agreed that if any breach of any of the covenants in 


48 Lease, Union Traction Co. to P. R. T. Co. 

this agreement contained on the part of either party 
hereto be alleged by the other, or if any difference 
shall arise at any time between the parties hereto in 
relation to the construction of this agreement or the 
due performance of any of the covenants hereof, the 
question shall be submitted to arbitrators. The method 
of appointment of arbitrators or appraisers under any 
of the provisions of this lease shall be as follows: The 
party aggrieved, or moving in the matter, shall give 
to the other party written notice of its desire to have 
an arbitration or appraisement, in which it shall state 
generally its grievance and name an arbitrator or ap¬ 
praiser. The other party shall thereupon name an ar¬ 
bitrator or appraiser within ten (10) days after re¬ 
ceipt of such notice, and in case of its failure to do 
so the moving party may appoint the second arbitrator 
or appraiser. The two thus appointed (in either man¬ 
ner) shall select a third, and in case of their failure 
to agree upon a third within ten (10) days the Presi¬ 
dent Judge of the Court of Common Pleas, No. 1, of 
Philadelphia County, shall, at the instance of either 
party, appoint such third arbitrator or appraiser; all 
of the arbitrators or appraisers shall be men of skill 
and experience in railroad management. The board 
of arbitrators or appraisers thus constituted shall 
thereupon proceed to make the appraisement or de¬ 
termine the matter in dispute. It shall have authority 
to examine the property, books, papers, and accounts 
of each party, and of any of the companies leased or 
controlled by either; to summon witnesses; take tes¬ 
timony and hear argument; and the decision of any 
two (including the disposition of the costs of arbitra¬ 
tion) shall be final and conclusive upon both parties 
as to all questions of fact involved in such arbitration, 
without any appeal, certiorari, writ of error, or other 
process of any court to review the award of such arbi¬ 
trators upon any such questions of fact in aid of the 


Lease, Union Traction Co. to P. R. T. Co. 49 

party against whom any such award or decision shall 
at any time be made: Provided, however, That the 
party in whose favor any award is made may apply to 
any court of law or equity for aid in enforcing such 
award against the other party. 

Twenty-six.— It is expressly understood and 
agreed that as to the payments of rental stipulated to 
be made by Rapid Transit in paragraph One hereof, 
and as to each and every of the other payments stipu¬ 
lated to be made by it in paragraphs Two, Three, 
Four, Six, Eight, Nine, Ten, Seventeen and Twenty 
hereof respectively, when the time for paying said ren¬ 
tal or making any of said payments is specified in any 
of said paragraphs respectively, the time thus speci¬ 
fied shall be regarded as of the essence of the con¬ 
tract, and shall not be relieved against under any cir¬ 
cumstances or in any manner whatsoever ; and that any 
failure or default on the part of Rapid Transit to pay 
any installment of said rental upon the day upon 
which such installment is required to be made in para¬ 
graph One, or within ten (10) days thereafter, or any 
failure or default on the part of Rapid Transit to make 
any other payment or payments required to be made 
under paragraphs Two, Three, Four, Six, Eight, 
Nine, Ten, Seventeen or Twenty hereof respectively 
upon the day or days when the same axe therein re¬ 
spectively required to be made, if such default shall 
continue for ten (10) days after Union shall have 
given to Rapid Transit notice in writing of the exist¬ 
ence of such default, shall, at the option of Union, 
work the immediate and absolute forfeiture and de¬ 
termination of this lease and of all rights of Rapid 
Transit hereunder, without any arbitration, and it 
shall be the right of Union immediately to repossess 
itself of the hereby demised premises in the manner 
hereinafter provided in paragraph Twenty-eight. 


50 Lease, Union Traction Co. to P. R. T. Co. 

Twenty-seven. —It is the true intent and meaning 
of this lease that, in addition to its own property and 
franchises, Union shall and will turn over to Rapid 
Transit all the various systems of street railways which 
it is now operating, and all such, and only such, property, 
rights, powers, privileges, and franchises relating or ap¬ 
pertaining thereto as Union now possesses and enjoys, 
or may hereafter lawfully possess and enjoy, and can 
lawfully transfer, under and by virtue of each, every, 
and all of said several hereinbefore recited leases, con¬ 
tracts, agreements, and assignments (Rapid Transit 
accepting the same subject to each and every covenant, 
condition, restriction and limitation in each and every 
of said several leases, contracts, agreements and as¬ 
signments! contained, and subject also to each and 
every law or ordinance now in force or which may 
hereafter be enacted affecting Union or any of its 
leased lines), and that no other responsibility or ability 
to Rapid Transit is meant to be imposed upon Union. 
All of the leasehold interests hereby leased, assigned, 
or transferred by Union to Rapid Transit will expire 
prior to the expiration of the term herein created. 
Union shall and will, from time to time and at all times, 
assist Rapid Transit in securing renewals and exten¬ 
sions of said various leases, contracts, agreements, and 
assignments, but assumes no responsibility in respect 
thereto, and there shall not be any abatement or de¬ 
duction from the rental herein reserved, or from any 
other payments which Rapid Transit is hereinbefore 
required to make, by reason of any termination of any 
of said leasehold interests, whether such termination 
be by reason of the limitations of time in any of said 
various leases, contracts, agreements, or assignments 
contained, or result from or through any future default 
on the part of Rapid Transit as to any of the covenants 
and conditions therein contained, or from or through 


Lease, Union Traction Co. to P. R. T. Co. 51 

any default on the part of Union while it was in the 
actual control and operation of said respective prop¬ 
erties. 

Twenty-eight— If upon the expiration of the 
term hereby created Rapid Transit shall fail to de¬ 
liver up to Union all of the premises and property 
demised and included in or forming part of this lease 
and agreement, or if at any prior time Union shall 
exercise the option hereinbefore given to it to termi¬ 
nate the same by reason of any breach of condition 
by Rapid Transit as hereinbefore provided, then and 
in either event it shall be lawful for Union to enter 
into and upon the hereby demised premises, or such as 
may be substituted in their place and form the sub¬ 
ject of this lease, and take possession of the same, 
with the appurtenances and with all additions and im¬ 
provements thereon, and upon such re-entry to remove 
all persons therefrom, and thenceforth to have, hold, 
possess, and enjoy, and take the same as of its former 
estate thereunder, and thereafter all the estate and in¬ 
terest of Rapid Transit in and to the same shall abso¬ 
lutely cease and determine, as though these presents 
had never been made: Provided, however, That such 
re-entry shall not in any manner affect any claim of 
Union for rent or for damages resulting from the 
breach of the covenants herein contained: And Pro¬ 
vided Further, That any failure or continued failure 
of Union to enforce any of its rights under this lease 
shall not operate as a waiver of said rights or as an 
estoppel against Union in the premises; but upon each 
and every breach of any condition or covenant by 
Rapid Transit, Union shall be entitled to enforce its 
rights hereunder as promptly and thoroughly as 
though it were the first breach by Rapid Transit of 
said covenant or condition, although the same or simi¬ 
lar failures on the part of Rapid Transit shall have 


52 Lease, Union Traction Co. to P. R. T. Co. 

been, from time to time, acquiesced in by Union. In 
case of such default by Rapid Transit, and such deter¬ 
mination of this lease by Union, if it shall be neces¬ 
sary for the protection of the rights, interests, and es¬ 
tate of Union in the hereby-demised premises to com¬ 
mence proceedings in ejectment, or other action in 
law or equity for the whole or any part of the hereby- 
demised premises, it shall be competent for any attor¬ 
ney of any court of record of this Commonwealth to 
appear on behalf of Rapid Transit, for which this shall 
be his sufficient warrant, and confess judgment in such 
ejectment or other proceedings, and thereupon a writ 
of haberi facias possessionem may forthwith issue. 
And it is further agreed that in the event of a con¬ 
fession of judgment having been obtained, Union, in 
order to recover possession of the personal property 
hereby demised and such other personal property as 
may have been substituted for it, and of all improve¬ 
ments and constructions which may have been made by 
Rapid Transit under the provisions of this lease, may 
commence an action of replevin against Rapid Transit 
and any person or persons, corporation or corporations 
in possession thereof through Rapid Transit; and in 
such action any attorney of any court of record of this 
Commonwealth may appear for the defendant or de¬ 
fendants, for which this shall be sufficient warrant, and 
Rapid Transit hereby releases Union and its surety 
and sureties in said action from any and all actions, 
suits, and claims by reason of issuing of such writ or 
the giving of a replevin bond. Neither of the actions 
or proceedings above mentioned shall exclude Union 
from any other action or proceeding which it may deem 
necessary for the preservation and enforcement of its 
rights under this lease, it being the intention of the 
parties hereto that immediate possession shall be had 
by Union on the termination of this lease. 


Lease, Union Traction Co. to P. R: T. Co. 


53 


Twenty-nine.— This lease shall become operative 
and go into effect on the first day of July, A. D. one 
thousand nine hundred and two (1902). 


In Witness Whereof, Each of the parties hereto 
hath caused its corporate seal to be hereto affixed, and 
the same to be attested by the signatures of its presi¬ 
dent and secretary, the nineteenth day of May, A. D. 
one thousand nine hundred and two (1902). 

Union Traction Company of 
Philadelphia, 

JOHN B. PARSONS, 

President. 

* Corporate Seal, * 

* Union Traction * 

* Company. * 


Attest: 

R. B. Selfridge, 

Secretary. v 


Philadelphia Rapid Transit 
Company, 

W. T. C. SANDERS, 

President. 


* Corporate Seal, * 

* Philadelphia * 

* Rapid Transit * 

* Company. * 


Attest: 

J. Edward Ryan, 

Secretary. 


Witnesses Present— 

E. 0. Michener. 
Ellis Ames Ballard. 


54 Lease, Union Traction Co. to P. R. T. Co. 


Commonwealth of Pennsylvania, l 

County of Philadelphia, J ” 

Be it Remembered, That on the nineteenth day of 
May, Anno Domini one thousand nine hundred and 
two, before me, the subscriber, a notary public for the 
Commonwealth of Pennsylvania, commissioned to re¬ 
side in the county of Philadelphia, and residing in said 
county, personally appeared R. B. Self ridge, who, being 
duly sworn according to law, deposes and says that 
he is the secretary of the Union Traction Company of 
Philadelphia; that he was personally present at the 
execution of the above-written indenture, and saw the 
common seal of the said Union Traction Company of 
Philadelphia duly affixed thereto; that the said seal 
so affixed thereto is the common and corporate seal of 
the said Union Traction Company of Philadelphia; 
that the above-written indenture was duly signed, 
sealed, and delivered by John B. Parsons, president 
of the said company, as and for the act and deed of 
the said Union Traction Company of Philadelphia, 
for the uses and purposes mentioned therein, and that 
the names of John B. Parsons as president and of this 
deponent as secretary subscribed to the said indenture 
in attestation of the due execution and delivery thereof 
are of their and each of their proper and respective 
handwritings. 

R. B. SELFRIDGE. 

Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and notarial seal. 

W. Nelson L. West, 

[Notarial Seal.] Notary Public. 

Commission Expires January 19th, 1903. 


Lease , Union Traction Co. to P. R. T. Co. 


55 


Commonwealth of Pennsylvania, 
County of Philadelphia, 


! 


ss.: 


Be it Remembered, That on the nineteenth day of 
May, Anno Domini one thousand nine hundred and 
two, before me, the subscriber, a notary public for the 
Commonwealth of Pennsylvania, commissioned to re¬ 
side in the county of Philadelphia, and residing in said 
county, personally appeared J. Edward Ryan, who 
being duly sworn according to law, deposes and says 
that he is the secretary of the Philadelphia Rapid 
Transit Company; that he was personally present at 
the execution of the above-written indenture, and saw 
the common seal of the said Philadelphia Rapid Tran¬ 
sit Company duly affixed thereto; that the said seal 
so affixed thereto is the common and corporate seal of 
the said Philadelphia Rapid Transit Company; that 
the above-written indenture was duly signed, sealed, 
and delivered by W. T. C. Sanders, president of the 
said company, as and for the act and deed of the said 
Philadelphia Rapid Transit Company, for the uses 
and purposes mentioned therein, and that the names 
of W. T. C. Sanders as president and of this deponent 
as secretary subscribed to the said indenture in attesta¬ 
tion of the due execution and delivery thereof are of 
their and each of their proper and respective hand¬ 
writings. 

J. EDWARD RYAN. 


Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and notarial seal. 

W. Nelson L. West, 

[Notarial Seal.] Notary Public . 

Commission Expires January 19th, 1903. 


56 Lease, Union Traction Co. to P. R. T. Co. 

It is agreed that the following portions of the 
lease, Union Traction Company to Philadelphia 
Rapid Transit Company, have no bearing on this con¬ 
troversy and may be omitted from the copies of said 
lease: 

Exhibit A, Leases No. 8, 9, 11 to 14, inclusive; 18 
to 24, inclusive. 

Exhibit B, Exhibits 6 to 9, inclusive. 

Exhibit C, Exhibits 4 to 14, inclusive. 

Exhibits E to 0, inclusive. 


Exh. A—Lease, Phila. Trae. Co. to Union Trac. Co. 57 
EXHIBIT A. 

Lease and Agreement between Philadelphia Trac¬ 
tion Company and Union Traction Company of 
Philadelphia. 

This Agreement, Made at the city of Philadelphia, 
in the Commonwealth of Pennsylvania, as of the first 
day of October, A. D. one thousand eight hundred and 
ninety-five (1895), by and between Philadelphia Trac¬ 
tion Company, a corporation duly incorporated under 
the laws of said Commonwealth (hereinafter called 
Philadelphia), as party of the first part, and Union 
Traction Company of Philadelphia, also a corporation 
duly incorporated under the laws of said Common¬ 
wealth (hereinafter called Union), as party of the 
second part, Witnesseth: 

Whereas, The Philadelphia and Darby Railroad 
Company, a corporation duly incorporated under the 
laws of said Commonwealth, with certain rights, privi¬ 
leges, and franchises, including, inter alia, the right to 
lay down, construct, maintain, and operate a passenger 
railway on certain streets in the city of Philadelphia, 
did, upon the nineteenth day of February, A. D. 1870, 
duly lease, upon certain terms and conditions, its rail¬ 
way and all its property, rights, franchises, and privi¬ 
leges unto The Philadelphia City Passenger Railway 
Company, a corporation duly incorporated under the 
laws of said Commonwealth, by a. certain indenture in 
writing, a copy of which is hereto attached marked 
“Lease 1,” and made a part of this agreement as if 
the same were set forth in full in this recital; 

And Whereas, The said The Philadelphia City 
Passenger Railway Company, a corporation duly incor¬ 
porated under the laws of said Commonwealth, with 
certain rights, privileges, and franchises, including, 


58 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

inter alia, the right to lay down, construct, maintain, 
and operate a passenger railway on certain streets in 
the city of Philadelphia, did, upon the thirty-first day 
of December, A. D. 1883, duly lease, upon certain terms 
and conditions, its railway and all its property, rights, 
franchises, and privileges, together with all its right, 
title, and interest in and to the railway, property, privi¬ 
leges, and franchises of the said Philadelphia and 
Dabby Railboad Company by it lawfully acquired under 
the last above-recited indenture of lease unto the West 
Philadelphia Passengeb Railway Company, a corpora¬ 
tion duly incorporated under the laws of said Common¬ 
wealth, by a certain indenture of lease, a copy of which 
is hereto attached marked 4 ‘ Lease 2, ’ ’ and made a part 
of this agreement as if the same were set forth in full 
in this recital; 

And Whebeas, The said West Philadelphia Pas¬ 
sengeb Railway Company, a^ corporation duly incorpo¬ 
rated under the laws of this Commonwealth, with cer¬ 
tain rights, privileges, and franchises, including inter 
alia, the right to lay down, construct, maintain, and 
operate a passenger railway on certain streets of the 
city of Philadelphia, and also to own, lease, control, 
and operate the said passenger railways of the said 
Philadelphia and Dabby Railboad Company and of 
the said The Philadelphia City Passengeb Railway 
Company, under and by virtue of the last two above- 
recited leases and agreements, and upon the terms and 
conditions therein respectively set forth, did, upon 
the thirtieth day of April, A. D. 1884, duly enter into 
a certain agreement in writing with Philadelphia, a 
copy of which said agreement is hereto attached 
marked ‘ 1 Lease. 3, ’ 9 and made a part of this agreement 
as if the same were set forth in full in this recital; 

And Whebeas, The Empibe Passengeb Railway 
Company of the. City of Philadelphia, a corporation 


Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 59 

duly incorporated under the laws of said Common¬ 
wealth, with certain rights, privileges, and franchises, 
including, inter alia, the right to lay down, construct, 
maintain, and operate a passenger railway on certain 
streets in the city of Philadelphia, did, upon the twenty- 
sixth day of December, A. D. 1873, duly lease, upon 
certain terms and conditions, its railway and all its 
propertj^, rights, franchises, and privileges unto the 
Citizens ’ Passenger Railway Company of Philadel¬ 
phia and The Seventeenth and Nineteenth Streets 
Passenger Railway Company of Philadelphia (said 
lessees being corporations duly formed under the laws 
of said Commonwealth) in and by a certain agreement 
and lease, a copy of which is hereto attached marked 
“ Lease 4,” and made a part of this agreement as if 
the same were set forth in full in this recital; 

And Whereas, Article II. of the said last-recited 
agreement and lease was subsequently explained by 
the parties thereto in and by a certain agreement in 
writing, a copy of which is hereto attached and marked 
“Lease 5,” and made a part of this agreement as if 
the same were set forth in full in this recital; 

And Whereas, The said The Seventeenth and 
Nineteenth Streets Passenger Railway Company of 
Philadelphia, a. corporation duly incorporated under 
the laws of said Commonwealth, with certain rights, 
privileges, and franchises, including, inter alia, the 
right to lay down, construct, maintain, and operate a 
passenger railway on certain streets in the city of 
Philadelphia, did, upon the first day of July, A. D. 
1879, duly lease, upon certain terms and conditions, 
its railway and all its property, rights, franchises, and 
privileges unto the Continental Passenger Railway 
Company of Philadelphia, a corporation duly incor¬ 
porated under the laws of said Commonwealth, in and 


60 Exit. A — Lease, Phila. Trac. Co. to Union Ttac. Co. 

by a certain indenture of lease, a copy of which is 
hereto attached marked “ Lease, 6,” and made a part 
of this agreement as if the same were set forth in full 
in this recital; 

And Whereas, The said Continental Passenger 
Railway Company of Philadelphia, a corporation duly 
incorporated under the laws of said Commonwealth, 
with certain rights, privileges, and franchises, includ¬ 
ing, inter alia, the right to lay down, construct, main¬ 
tain, and operate a passenger railway on certain streets 
in the city of Philadelphia, did, upon the first day of 
January, A. D. 1880, duly lease, upon certain terms 
and conditions, all and singular the railways then 
owned, leased, and operated by it, the said Continental 
Passenger Railway Company of Philadelphia (includ¬ 
ing the railway of The Seventeenth and Nineteenth 
Streets Passenger Railway Company of Philadel¬ 
phia, as aforesaid), and all its railways and property, 
real and personal, and all its rights, franchises, and 
privileges connected with or relating to said demised 
railways unto The Union Passenger Railway Com¬ 
pany of Philadelphia, a corporation duly incorporated 
under the laws of said Commonwealth, in and by a 
certain indenture of lease, a copy of which is hereto 
attached marked “Lease 7,” and made a part of this 
agreement as if the same were set forth in full in this 
recital; 

And Whereas, The said The Union Passenger 
Railway Company of Philadelphia, having, by means 
of the conveyances above designated as “Lease 6” 
and “Lease 7,” become possessed of the rights ac¬ 
quired by The Seventeenth and Nineteenth Streets 
Passenger Railway Company of Philadelphia under 
“Lease 4,” and the aforementioned Empire Passen¬ 
ger Railway of the City of Philadelphia did, in con- 


Exit. A — Lease, Phila. Trac. Co. to Union Trac. Co. 61 

nection with the Citizens’ Passenger Railway Com¬ 
pany of Philadelphia, upon the twenty-eighth day of 
December, A. D. 1887, enter into a certain tripartite 
agreement relative to the aforementioned railway of 
the said Empire Passenger Railway Company, a copy 
of which said tripartite agreement is hereto attached 
marked “ Lease 8,” and made a part of this agree¬ 
ment as if the same were set forth in this recital; 

And Whereas, The rights of The Union Passen¬ 
ger Railway Company of Philadelphia in and to the 
railway of the Empire Passenger Railway Company 
of the City of Philadelphia as acquired under the 
aforementioned “Leases” were further confirmed by 
a conveyance and release executed by the said Citi¬ 
zens’ Passenger Railway Company of Philadelphia 
on the thirty-first day of May, A. D. 1889, a copy of 
which is hereto attached marked “Lease 9,” and made 
a part of this agreement as if the same were set forth 
in full in this recital; 

And Whereas, The said The Union Passenger 
Railway Company of Philadelphia, a corporation duly 
incorporated under the laws of said Commonwealth, 
with certain rights, privileges, and franchises, includ¬ 
ing, inter alia, the right to lay down, construct, main¬ 
tain, and operate a passenger railway on certain streets 
in the city of Philadelphia, and also to own, control, 
and operate certain of the passenger railways hereto¬ 
fore referred to in the above-recited leases and agree¬ 
ments, upon the terms and conditions therein respec¬ 
tively set forth, did, upon the thirtieth day of June, 
A. D. 1884, duly enter into a certain agreement in writ¬ 
ing with Philadelphia, a copy of which said agreement 
is hereto attached marked “Lease 10,” and made a part 
of this agreement as if the same were set forth in full 
in this recital; 


62 Exh. A — Lease, Pliila. Trac. Co. to Union Trac . Co. 

And Whereas, The Kessler Street Connecting 
Passenger Railway Company, a corporation duly incor¬ 
porated under the laws of said Commonwealth, with 
certain rights, privileges, and franchises, including, 
inter alia, the right to lay down, construct, maintain, 
and operate a passenger railway on certain streets in 
the city of Philadelphia, did, on the thirtieth day of 
June, A. D. 1892, duly lease, upon certain terms and 
conditions, its railway and all its property, rights, fran¬ 
chises, and privileges unto the aforementioned The 
Union Passenger Railway Company" of Philadelphia, 
by a certain indenture of lease, a copy of which is 
hereto attached marked “ Lease 11,” and made a part 
of this agreement as if the same were set forth in full 
in this recital; 

And Whereas, The said The Union Passenger 
Railway Company of Philadelphia, on the sixteenth 
day of September, A. D. 1895, did duly assign said last- 
mentioned lease of the said Kessler Street Connect¬ 
ing Passenger Railway Company, and all the right, 
title, and interest of it, the said The Union Passenger 
Railway Company of Philadelphia, in and to the same, 
and in and to the railway, property, rights, franchises, 
and privileges acquired thereunder, unto Philadelphia 
by a certain assignment in writing, a copy of which is 
hereto attached marked “Lease, 12,” and made a part 
of this agreement as if the same were set forth in full 
in this recital; 

And Whereas, The said The Union Passenger 
Railway Company of Philadelphia, on the sixteenth 
day of September, A. D. 1895, did duly assign the 
interest which it had acquired in the Empire Passen¬ 
ger Railway under the contracts hereinbefore desig¬ 
nated “Lease 8” and “Lease 9” unto Philadelphia by 
a certain assignment in writing, a copy of which is 


Exh. A — Lease, Phila. Trac. Co. to Union Trac . Co. 63 

hereto attached marked “Lease 13,’’ and made a part 
of this agreement as if the same were set forth in this 
recital; 

And Whereas, The Schuylkill River Passenger 
Railway Company (whose name, by Act of April 7th, 
1870, was changed to the Schuylkill River, Railroad 
Company), a corporation duly incorporated under the 
laws of said Commonwealth, with certain rights, privi¬ 
leges, and franchises, including, inter alia, the right to 
lay down, construct, maintain, and operate a passenger 
railway on certain streets of the city of Philadelphia, 
did, upon the thirty-first day of December, A. D. 1866, 
duly lease, upon certain terms and conditions, its rail¬ 
ways and all its property, rights, franchises, and privi¬ 
leges unto the Philadelphia and Gray’s Ferry Pas¬ 
senger Railway Company by a certain indenture of 
lease, a copy of which is hereto attached marked 
“Lease 14,” and made a part of this agreement as if 
the same were set forth in full in this recital; 

And Whereas, The Philadelphia and Gray’s 
Ferry Passenger Railway Company, a corporation 
duly incorporated under the laws of said Common¬ 
wealth, with certain rights, privileges, and franchises, 
including, inter alia, the right to lay down, construct, 
maintain, and operate a passenger railway on certain 
streets of the city of Philadelphia, did, upon the thirty- 
first day of December, A. D. 1890, duly lease, upon 
certain terms and conditions, its railway and all its 
property, rights, franchises, and privileges (including 
all its rights acquired under the lease of the Schuyl¬ 
kill River Railroad Company as hereinbefore set 
forth) unto Philadelphia in and by a certain indenture 
of lease, a copy of which is hereto attached marked 
“Lease 15,” and made a part of this agreement as if 
the same were set forth in full in this recital; 


64 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

And Whereas, The Thirteenth and Fifteenth 
Streets Passenger Railway Company, a corporation 
duly incorporated nnder the laws of said Common¬ 
wealth, with certain rights, privileges, and franchises, 
inclnding, inter alia, the right to lay down, construct, 
maintain, and operate a passenger railway on certain 
streets of the city of Philadelphia, did, npon the fif¬ 
teenth day of January, A. D. 1892, duly lease upon 
certain terms and conditions, its railway and all its 
property, rights, franchises, and privileges unto Phil¬ 
adelphia in and by a certain indenture of lease, a copy 
of which is hereto attached marked “ Lease 16,” and 
made a part of this agreement as if the same were set 
forth in full in this recital; 

And Whereas, The Ridge Avenue Passenger 
Railway Company, a corporation duly incorporated 
under the laws of said Commonwealth, with certain 
rights, privileges, and franchises, including, inter alia, 
the right to lav down, construct, maintain, and operate 
a passenger railway on certain streets of the city of 
Philadelphia, did, on the thirtieth day of July, A. D. 
1892, duly lease, upon certain terms and conditions, its 
railway and all its property, rights, franchises, and 
privileges unto Philadelphia in and by a certain in¬ 
denture of lease, a copy of which is hereto attached 
marked “ Lease 17,” and made a part of this agree¬ 
ment as if the same were set forth in full in this 
recital; 

And Whereas, At a meeting of the stockholders 
of the said The Ridge Avenue Passenger Railway 
Company, duly held at the office of said company on 
the twenty-ninth day of August, A. D. 1895, and duly 
called for the purpose, consent of said stockholders 
to the assignment of the last above-recited lease by 
Philadelphia to Union was duly given; 


Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 65 

And Whereas, The Catharine and Bainbridge 
Streets Railway Company of the City of Philadel¬ 
phia, a corporation daily incorporated under the laws 
of said Commonwealth, with certain rights, privileges, 
and franchises, including, inter alia, the right to lay 
down, construct, maintain, and operate a passenger 
railway on certain streets in the city of Philadelphia, 
did, upon the first day of March, A. D. 1890, duly lease, 
upon certain terms and conditions, its railway and all 
its property, rights, franchises, and privileges unto 
Philadelphia in and by a certain indenture of lease, 
a copy of which is hereto attached marked ‘ ‘ Lease 18, ’ y 
and made a part of this agreement as if the same were 
set forth in full in this recital, which lease was duly 
reformed and amended in certain particulars on the 
twenty-fourth day of September, A. D. 1895, as in said 
exhibit set forth; 

And Whereas, The Twenty-second Street and 
Allegheny Avenue Passenger Railway Company, a 
corporation duly incorporated under the laws of said 
Commonwealth, with certain rights, privileges, and 
franchises, including, inter alia, the right to lay down, 
construct, maintain, and operate a passenger railway on 
certain streets in the city of Philadelphia, did, on the 
first day of March, A. D. 1894, duly lease, upon certain 
terms and conditions, its railway and all its property, 
rights, franchises, and privileges unto Philadelphia in 
and by a certain indenture of lease, a copy of which is 
hereto attached marked 4 ‘ Lease 19, ’ ’ and made a part 
of this agreement as if the same were set forth in full 
in this recital, which lease was duly reformed and 
amended in certain particulars on the twenty-fourth 
day of September, A. D. 1895, as in said exhibit set 
forth; 

And Whereas, The Huntingdon Street Connect¬ 
ing Passenger Railway Company, a corporation duly 


66 Exlfi. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

incorporated (under the laws of said Commonwealth, 
with certain rights, privileges, and franchises, includ¬ 
ing, inter alia, the right to lay down, construct, main¬ 
tain, and operate a passenger railway on certain streets 
in the city of Philadelphia, did, on the seventh day of 
August, A. D. 1895, duly lease, upon certain terms and 
conditions, its railway and all its property, rights, 
franchises, and privileges unto Philadelphia in and 
by a certain indenture of lease, a copy of which is 
hereto attached marked “ Lease 20, ” and made a part 
of this agreement as if the same were set forth in full 
in this recital; 

And Whereas, The Walnut Street Connecting 
Passenger Railway Company of the City of Phila¬ 
delphia, a corporation duly incorporated under the 
law r s of said Commonwealth, with certain rights, privi¬ 
leges, and franchises, including, inter alia, the right 
to lay down, construct, maintain, and operate a pas¬ 
senger railway on certain streets in the city of Phila¬ 
delphia, did, on the seventh day of August, A D. 1895, 
duly lease, upon certain terms and conditions, its rail¬ 
way and all its property, rights, franchises, and privi¬ 
leges unto Philadelphia in and by a certain indenture 
of lease, a copy of which is hereto attached marked 
‘‘Lease, 21,” and made a part of this agreement as if 
the same were set forth in full in this recital; 

And Whereas, The Marshall Street Railway 
Company of the City of Philadelphia, a corporation 
duly incorporated under the laws of said Common¬ 
wealth, with certain rights, privileges, and franchises, 
including, inter alia, the right to lay down, construct, 
maintain and operate a passenger railway on certain 
streets of the city of Philadelphia, did, on the seventh 
day of August, A. D. 1895, duly lease, upon certain 
terms and conditions, its railway and all its property, 


Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 67 

rights, franchises, and privileges unto Philadelphia in 
and bv a certain indenture of lease, a copy of which is 
hereto attached marked “ Lease 22, 99 and made a part 
of this agreement as if the same were set forth in full in 
this recital ; 

And Whereas, The Ridge Avenue Connecting 
Railway Company, a corporation duly incorporated 
under the laws of said Commonwealth, with certain 
rights, privileges, and franchises, including, inter alia , 
the right to lay down, construct, maintain, and operate 
a passenger railway on certain streets of the city of 
Philadelphia, did, on the seventh day of August, A. D. 
1895, duly lease, upon certain terms and conditions, its 
railway and all its property, rights, franchises, and 
privileges unto Philadelphia in and by a certain in¬ 
denture of lease, a copy of which is hereto attached 
marked ‘‘Lease 23,” and made a part of this agree¬ 
ment as if the same were set forth in full in this 
recital; 

And Whereas, The Southern Electric Passen¬ 
ger Railway, a corporation duly incorporated under 
the laws of said Commonwealth, with certain rights, 
privileges, and franchises, including, inter alia, the 
right to lay down, construct, maintain, and operate a 
passenger railway on certain streets of the city of 
Philadelphia, did, on the seventh day of August, A. D. 
1895, duly lease, upon certain terms and conditions, its 
railway and all its property, rights, franchises, and 
privileges unto Philadelphia in and by a certain in¬ 
denture of lease, a copy of which is hereto attached 
marked “Lease 24,’’ and made a part of this agree¬ 
ment as if the same were set forth in full in this recital; 

And Whereas, Under and by virtue of the said sev¬ 
eral foregoing-recited leases, contracts, agreements, 
and assignments, and subject to all the terms and con- 


68 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

ditions therein respectively set forth, all and singular 
the said railways, property, rights, franchises, and 
privileges of the said corporations therein respectively 
named, and all and singular the extensions, improve¬ 
ments, and betterments, as well those already com¬ 
pleted as those in process of construction, of each of 
the said several railways respectively, and the real 
estate and personal property in each of the said sev¬ 
eral leases, contracts, agreements, and assignments re¬ 
spectively set forth or intended to be included, become 
and now are vested in Philadelphia; 

And Whereas, In addition to the various railways, 
properties, rights, franchises, and privileges now held, 
possessed, leased, operated, controlled, used, and en¬ 
joyed by Philadelphia mentioned and included in the 
foregoing-recited premises, Philadelphia is the owner 
of certain contracts appertaining to the operation of the 
railways by it controlled and operated, and also of 
valuable real and personal property, including certain 
bonds and shares of the capital stock of certain pas¬ 
senger railway companies located in the city of Phil¬ 
adelphia ; 

And Whereas, Philadelphia is authorized to con¬ 
struct, maintain, and operate motors, cables, poles, 
wires and other machinery for supplying motive power 
to passenger railways and the necessary apparatus for 
applying the same, with power, after obtaining consent 
of Councils, to enter upon any street on which a pas¬ 
senger railway now is, or may hereafter be constructed, 
and, with consent of the said passenger railways, to 
bake, construct, maintain, and operate thereon such 
motors, cables, electrical or other appliances, and the 
necessary and convenient apparatus and mechanical 
fixtures to provide for the traction of the cars of such 
passenger railways; and is authorized to enter into 


Exh. A—Lease, Phila, Trac. Co. to Union Trac. Co. 69 

contracts with passenger railway companies to con¬ 
struct and operate motors, cables, electrical and other 
appliances necessary for the traction of their cars, and 
to operate therewith the cars of such passenger rail¬ 
way companies; and is authorized to lease and to use 
the property and franchises of passenger railways 
which it may desire to thus operate, and to operate 
said railways; and is further authorized to lease the 
property and franchises of other traction motor com¬ 
panies, and to let to other traction motor companies 
its property and franchises; 

And Whereas, Union possesses like powers with 
those last above recited as vested by law in Phila¬ 
delphia ; 

And Whereas, Union has offered to lease, for the 
term of nine hundred and ninety-nine (999) years from 
Philadelphia its entire street railway system as it 
now exists, including all the property, real and per¬ 
sonal, of every kind (saving as is otherwise herein¬ 
after expressly reserved) now owned by Philadelphia. 
and all its rights, franchises, and privileges, and all 
its right, title, and interest in and to the railways, 
properties, rights, franchises, and privileges now held, 
possessed, leased, operated, controlled, used, and en¬ 
joyed by it, mentioned and included in the foregoing- 
recited premises; subject, however, at all times here¬ 
after during the continuance of said term of lease to 
all the terms, conditions, limitations, and covenants 
binding upon or in anywise affecting Philadelphia as 
contained in each and every of said several above- 
recited leases, contracts, agreements, and assignments, 
and conditioned also upon the acceptance as binding 
upon it, and of the faithful performance at all times by 
Union of each and every covenant, promise, and un¬ 
dertaking which, by each and every of said leases, con- 


70 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

tracts, agreements, and assignments respectively, is 
required to be done, kept, and performed by Phila¬ 
delphia, and conditioned, also, upon the faithful per¬ 
formance by Union of all the covenants, stipulations, 
and agreements in this indenture of lease contained; 

And Whereas, Said offer has been accepted, and 
an agreement lias accordingly been entered into by 
and between Philadelphia and Union, in the terms 
hereinafter set forth, which agreement has been duly 
made by the boards of directors of the respective com¬ 
panies duly assembled, under the authority of resolu¬ 
tions adopted by the stockholders of the respective 
companies, duly assembled for such purpose; 

Noiv this Indenture Witnesseth, That for and in 
consideration of the covenants and agreements of 
Union hereinafter contained, and of the sum of one 
dollar ($1) by it in hand paid to Philadelphia, the 
receipt whereof is hereby acknowledged, Philadelphia 
doth hereby let and demise to Union, its successors and 
assigns, all its right, title, and interest in and to the 
railroads, property, and franchises of the various rail¬ 
way companies hereinbefore specified of whose respec¬ 
tive railroads, properties, and franchises it is the les¬ 
see or the operator, as the same are held and possessed 
by it under the above-recited leases, contracts, agree¬ 
ments, and assignments; also all its rights, privileges, 
and franchises derived from or under the above-recited 
leases, contracts, agreements, and assignments; also 
all contracts for operating railways and use of tracks 
to it belonging; also all its real estate and railways as 
the same are now located and constructed, or as the 
same may be hereafter located and constructed, in pur¬ 
suance of any and every lawful authority now existing, 
or which may hereafter exist, together with all the 
branches, extensions, sidings, turnouts, tracks, rights 


Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 71 

of way, lands, machinery, fixtures, depots, stables, 
shops, stations, buildings, structures, improvements, 
poles, wires, motors, power houses, electrical plants, 
appurtenances, tenements, and hereditaments of what¬ 
ever kind or description and wherever situate, now 
held, owned, used or controlled by Philadelphia and 
also which at any time hereafter during the term of 
this demise may be by it held, owned, used, or acquired, 
provided, that such after-acquired property shall be ac¬ 
quired for some purpose incident to, or connected with, 
the maintenance, operation, construction, or extension 
of the aforesaid railways and appurtenances; also all 
the electrical apparatus, horses, machinery, cars and 
other rolling stock, tools, implements, machines, har¬ 
ness, equipments, stable furniture, and such other like 
personal property generally of every kind or descrip¬ 
tion belonging to or controlled by Philadelphia and 
in use or intended and adapted for use on, in, or about 
the premises demised for the business thereof; also all 
the stocks, bonds, and securities to Philadelphia be¬ 
longing, to be held in the manner hereinafter sot for” ; 
also all the rights, powers, and franchises and privi¬ 
leges which now, or at any time hereafter during the 
aforesaid term, may be lawfully exercised or enjoyed 
in or about the use, management, maintenance, renewal, 
extension, or improvement of the railways and appur¬ 
tenances above demised; also all the right of Phila¬ 
delphia to enter into contracts by lease or otherwise; 
also all the executory contracts of Philadelphia for 
construction and for the supply to it of materials, ma¬ 
chinery, engines, boilers, oars, rails, power houses, and 
for the protection and improvement of its property, 
rights, and business; saving and excepting out of this 
lease and contract all books and papers relating to the 
corporate existence, business, and accounts of Phila¬ 
delphia: And provided further, That nothing herein 
contained shall be deemed or taken in any manner to 


72 Exh. A — Lease, Pliila. Trac. Co. to Union Trac. Co. 

affect the right of corporate existence of Philadel¬ 
phia, or its powers or franchises, the existence or 
exercise of which may, from time to time, be necessary 
to fully carry out the provisions and intent of this 
lease, and to protect the interests of its stockholders 
hereunder: 

To have and to hold the premises thus leased and 
demised unto Union, its successors and assigns, for the 
full term of nine hundred and ninety-nine (999) years, 
beginning on the first day of October, A. D. one thou¬ 
sand eight hundred and ninety-five (1895), unless the 
said term be ended and determined sooner, as herein¬ 
after provided. 

In consideration of the premises, Philadelphia 
and Union do covenant and agree as follows, each 
binding itself, its successors and assigns, to the otfyer, 
its successors and assigns:— 

One .— Union shall and will, in addition to the pay¬ 
ments hereinafter provided for, pay to Philadelphia, 
as the rent of the premises hereby demised, the yearly 
rent or sum of one million six hundred thousand dol¬ 
lars ($1,600,000), which shall be payable in gold coin 
of the United States of America of the present stand¬ 
ard of fineness and weight. Said yearly rental shall 
be paid in equal semi-annual payments on or before the 
first days of April and October in each year, so that 

Philadelphia on such days respectively may be able 
to make distribution of the same as a dividend to its 
shareholders, the first payment to be made on or before 
the first day of April, A. D. 1896. There shall be no 
abatement whatsoever upon these payments by reason 
of any^ advances or other payments which Union may 
hereafter be compelled to make on account of Phila¬ 
delphia or for any other reason whatsoever, it being 
intended that Philadelphia shall receive the same clear 


Exit. A — Lease, Phila. Trac. Co. to Union Trac. Co. 73 

of all deductions of every sort and kind, so that it may 
be able to declare and pay on the first days of April 
and October of each and every year, during the con¬ 
tinuance of this term, in gold coin, a semi-annual divi¬ 
dend upon each of its outstanding shares of two dol¬ 
lars, free and clear of all deductions, charges, taxes, 
and assessments whatsoever. 

Two .— Union will pay to Philadelphia such sums 
from time to time as may be payable by Philadelphia 
to its several lessor companies by the terms of its 
several leases for the maintenance of the corporate or¬ 
ganization of said several lessor companies, and will 
also pay all necessary expenses for maintaining the 
corporate organizations of Philadelphia, including a 
reasonable salary of the secretary and treasurer, and 
such clerks as may be needed to attend to keeping the 
corporate books, papers, and accounts of Philadel¬ 
phia, and also the expenses incident to maintaining a 
proper transfer office or agency for the transfer of the 
shares of Philadelphia, the amount thus paid from 
time to time to be subject to the approval of the board 
of directors of Union, and no person shall be elected 
secretary and treasurer of Philadelphia or be em¬ 
ployed as a clerk in the office of Philadelphia without 
the approval of the board of directors of Union. 
Union further agrees to grant to Philadelphia, with¬ 
out cost or charge, the second floor of the office build¬ 
ing at Forty-first and Haverford Avenue, in the city of 
Philadelphia, now used for office purposes, together 
with the vault on the first floor, now sused for the stor¬ 
age of papers, and to provide said apartments with 
light, heat and services of a caretaker; but in case 
Union shall hereafter provide equivalent accommoda¬ 
tions for Philadelphia, the same shall be accepted in 
lieu of those herein mentioned. 


74 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

Three. —Philadelphia is now indebted upon an 
issue of bonds dated the tenth day of August, A. D. 
1887, originally thirteen hundred (1300) in number, 
each conditioned for the payment of one thousand 
dollars ($1000), with interest, which bonds are now out¬ 
standing to the extent of one million and thirty-five 
thousand dollers ($1,035,000). These bonds were se¬ 
cured by a transfer, bearing date the fifteenth day of 
August, A. D. 1887, to the Pennsylvania Company for 
Insurances on Lives and Granting Annuities, as trus¬ 
tee, of seventy-five hundred (7500) shares of capital 
stock of the West Philadelphia Passenger Railway 
Company and of twenty-five hundred (2500) shares of 
the capital stock of The Union Passenger Railway 
Company, to Philadelphia belonging. By virtue of 
said transfer it is provided that certain interest upon 
said bonds shall from time to time be paid by Phila¬ 
delphia, and that certain other amounts for the pur¬ 
pose of a sinking fund shall also be paid by it; that 
is to say, Philadelphia is obliged to pay to the holders 
of said bonds on the first day of the months of Feb¬ 
ruary and August in each year, interest thereon at the 
rate of four per centum per annum, and to deposit 
with said trust company, on the fifteenth day of the 
months of January and July in each year, a sum of 
money which shall be equal to the difference between 
“thirty-nine thousand dollars ($39,000) and the amount 
which, as semi-annual interest, will be payable on the 
fifteenth day of the months of February or of August, 
as the case may be, next following, on the bonds thereby 
secured, then outstanding,” it being intended that the 
semi-annual payment by Philadelphia upon the joint 
account of interest and sinking fund must always be 
thirty-nine thousand dollars ($39,000). In said inden¬ 
ture or transfer, it is further agreed that each redemp¬ 
tion of one hundred thousand dollars ($100,000) of 
bonds out of such sinking fund shall entitle Philadel- 


Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 75 

phia to have returned to it, four hundred (400) shares 
of the stock of the West Philadelphia Passenger Rail¬ 
way Company, and one hundred and twenty-five (125) 
shares of the stock of the Union Passenger Railway 
Company. Under this agreement there have already 
been returned to Philadelphia eight hundred (800) 
shares of the stock of the West Philadelphia Passen¬ 
ger Railway Company and two hundred and fifty (250) 
shares of the stock of The Union Passenger Railway 
Company ; so that, at the present time, the said trustee 
holds, as security for said bonds, sixty-seven hundred 
(6700) shares of the stock of the West Philadelphia 
Passenger Railway Company, and twenty-two hundred 
and fifty (2250) shares of the stock of The Union 
Passenger Railway Company. 

Union agrees that before the maturity of each 
semi-annual payment of interest to the holders of said 
bonds, it will pay to Philadelphia such sum of money 
as will enable it to pay the next semi-annual install¬ 
ment of interest thereafter maturing, and it further 
agrees with Philadelphia, that before the fifteenth 
day of the months of January and July in each year, 
it will pay to it such sum as will enable it to make the 
deposit with the trust company required by way of 
sinking fund as aforesaid. For the amount thus paid 
by way of interest on said bonds no charge shall be 
made against Philadelphia; but for all payments made 
hereunder on account of sinking fund Union shall re¬ 
ceive credit, as provided in paragraph thirteen hereof. 
As shares of stock held by said trust company under 
the said agreement shall be released, the same shall be 
delivered by said trustee to Union, which shall take the 
same subject to the terms and conditions set forth in 
paragraph thirteen hereof. 

Four. — Union shall and will, during the continu¬ 
ance of the term hereby created, assume the payment 


76 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

of, and will faithfully and punctually pay in the man¬ 
ner provided in section six hereof, all taxes, charges, 
licenses, and assessments now or hereafter lawfully 
imposed upon Philadelphia, or for which Philadel¬ 
phia would otherwise in anywise be liable or charge¬ 
able on account of its corporate existence, its fran¬ 
chises, property real or personal, cars, business, earn¬ 
ings, bonds, capital stock, dividends, or profits, and 
any sum which shall hereafter be levied or assessed 
upon any shareholder of Philadelphia or upon his 
shares, by way of direct tax upon said shares or the 
income thereof, which Philadelphia shall be required 
to pay on behalf of, or to retain from, any such share¬ 
holder, so that Philadelphia shall be able to declare 
and pay to its shareholders, free of tax of any and 
every kind, levied by any authority, national, State, or 
local, a semi-annual dividend of two dollars ($2) per 
share in gold coin during the continuance of this lease. 

Five .—In the foregoing-recited leases, agreements 
and indentures Philadelphia has obligated itself to 
pay, at certain times therein specified, certain sums for 
interest upon bonds issued by certain of said com¬ 
panies as in said leases, agreements and indentures 
specifically set out; and also to pay certain other sums 
to said companies by way of rental and otherwise, free 
of tax or deduction of any kind whatsoever, as therein 
set out. Union shall pay to Philadelphia, before each 
of said payments falls due by Philadelphia, the full 
amount which Philadelphia is bound to pay there¬ 
under, including the full interest on all bonds (whether 
or not the same are written free of tax), in order that 
Philadelphia may be able to make each of said pay¬ 
ments to or on account of its leased lines as aforesaid 
on the days and times when it has covenanted and 
agreed to make the same. Similar payments shall be 
made by Union to Philadelphia in order to meet the 


Exli. A — Lease, Phila. Trac. Co. to Union Trac. Co. 77 

interest upon any bonds which may be hereafter issued 
by any of said leased lines with the consent of Phila¬ 
delphia for the purpose of taking up any series of 
bonds falling due, or which may hereafter be issued in 
accordance with the provisions of this lease, or any 
paragraph thereof. 

Six. —Union shall be liable for, and shall pay, all 
assessments, taxes, and charges of every kind which 
Philadelphia has undertaken to pay on behalf of its 
leased lines, as aforesaid; and the same shall be paid 
directly by Union to the proper authorities. 

Seven. —Union shall, at its own expense and cost, 
at all times during the continuance of this lease, do all 
the paving, repairing, and repaving of streets along 
which the tracks of any of the lines leased to or oper¬ 
ated by Philadelphia are or hereafter may be laid, 
which Philadelphia, by the terms of said leases and 
agreements, or by any law or ordinance, or for any 
other reason will be required to do. 

Eight.— In- certain of the leases, agreements and 
indentures hereinbefore referred to, Philadelphia has 
obligated itself to redeliver to certain of said railway 
companies, upon the termination of their respective 
leases, certain personal property therein specified, or 
to pay to said railway companies the value thereof as 
determined in advance and named in said leases. Said' 
property, so delivered to Philadelphia, is still on hand 
or has been renewed, or the proceeds of any sale 
thereof, if such has been made, have been reinvested 
in other property intended to take the place of that 
sold, and in every case the property, or its equivalent, 
is delivered to Union by Philadelphia under this lease, 
and is included in the inventory referred to in para¬ 
graph twenty-one hereof. If Philadelphia shall be 
required by any such lessor company to make such 


78 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

delivery of property, or to make such stipulated pay¬ 
ment during the continuance of this present lease, it 
shall be the duty of Union to make said delivery, or to 
account for the same, or to make such payment, being 
entitled to charge therefor against Philadelphia the 
amount so paid as an advance to Philadelphia as here¬ 
inafter provided in paragraph thirteen, unless such 
termination shall have been occasioned prior to the 
expiration of the term by some default of Union, in 
which case there shall be no right of reimbursement. 

Nine .— Union shall and will, at all times hereafter 
during the continuance of this lease, faithfully keep 
and perform each and every covenant, agreement and 
undertaking which Philadelphia has agreed to keep 
and perform in each and every of said foregoing re¬ 
cited leases, agreements and indentures, hereby assum¬ 
ing and ratifying the same, so that no termination of 
any of the said leases, agreements or indentures at the 
option of any of said railway companies will be possi¬ 
ble by reason of a failure to do any act or thing which 
Philadelphia may have therein covenanted to do. 
Union further agrees to indemnify and save harmless 
Philadelphia, against and from all loss or damage 
arising from any failure to so faithfully keep and per¬ 
form the same. In case of any forfeiture by reason of 
any such failure, Union shall be responsible to Phila¬ 
delphia in damages, the amount of which shall be de¬ 
termined in accordance with paragraph twenty-five 
hereof, and shall be payable in cash to Philadelphia. 
In the case of the various covenants in said leases to 
pay moneys for interest dividends, taxes, and cor¬ 
porate expenses, Union shall be deemed to have ful¬ 
filled its obligation concerning the same, when it shall 
have paid such moneys to Philadelphia, at the times 
and in the manner hereinbefore provided. Union will 
deliver the several properties to the various lessor 


Exit. A — Lease, Phila. Trac. Co. to Union Trac . Co. 79 

lines, upon the termination of the several leases 
thereof, in the condition, way, and manner in said 
leases provided. 

Ten. —Philadelphia is at present engaged in mak¬ 
ing certain extensions of the various railways leased 
or controlled by it and in substituting upon certain 
other of its lines of railway the overhead electrical 
trolley system. Union shall take up said work, and 
shall finish it, assuming all contracts which have here¬ 
tofore been entered into by Philadelphia on account 
of the same, and making all payments required under 
said contracts and necessary to finish and complete the 
same. All payments made by Union in this behalf 
shall be chargeable against Philadelphia, in the man¬ 
ner and subject to the conditions set forth in paragraph 
thirteen hereof. 

Eleven .—All other executory contracts of every 
kind and description now outstanding, performable by 
Philadelphia shall be assumed and performed by 
Union which hereby assumes and ratifies the same, 
and agrees to carry out, keep and perform the same 
in good faith, and to indemnify and save harmless 
Philadelphia against them and every of them. Many 
of said contracts relate to the furnishing of material 
and supplies for the operations of the system after 
October 1st, 1895; in so far as they so relate, the same 
shall be assumed and performed by Union as if made 
originally by it, and no charge shall be made against 
Philadelphia for expenditures thereunder. Certain 
other contracts relating to miscellaneous matters shall 
be in like manner assumed by Union and the payments 
to be made thereunder shall be made by Union without 
any charge against Philadelphia therefor, but Union 
shall be entitled to any benefit or services which would 
otherwise have been received thereunder by Phila- 


80 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

delphia: Provided, however, That such services shall 
be rendered, not against, but in the interest of, Phila¬ 
delphia. 

Twelve. —Union shall assume and pay forthwith 
all the indebtedness of every description of Philadel¬ 
phia (except the indebtedness owing upon the afore¬ 
mentioned issue of four (4) per cent, bonds, which 
shall be gradually liquidated by the payments into the 
sinking fund as provided in paragraph three hereof), 
whether said indebtedness is liquidated, accrued, accru¬ 
ing, or to accrue, admitted, disputed, in suit or other¬ 
wise, and including all suits or claims for penalties or 
for damages to persons or property, or growing out 
of any cause of action whatsoever arising or existing 
prior to the taking effect of this lease, and including 
all costs and expenses of any suit brought or to be 
brought thereon. In so far as any claims or suits for 
damages to persons or property are insured against, 
Union accepts any liability which would otherwise fall 
upon Philadelphia from the unwillingness, failure, 
neglect, or inability of the insurer to care for and dis¬ 
charge the same. Union, however, succeeds to all the 
rights of Philadelphia under said contracts of insur¬ 
ance, but the amount so expended by Union on behalf 
of Philadelphia shall be charged against Philadel¬ 
phia in the account to be stated in the manner set out 
m paragraph thirteen hereof. 

Thirteen .—An account shall be stated between the 
parties hereto in the following manner: Philadelphia 
shall be charged with all payments made by Union, 
under paragraphs three, eight, ten, eleven and twelve 
hereof, except as therein excepted, and shall be further 
charged from time to time with all payments hereafter 
made by Union in extending any of the lines of Phila- 


Exli. A — Lease, Phila. Trac. Co. to Union Trac. Co. 81 

delphia or its leased lines under paragraph eighteen 
hereof. Philadelphia shall be credited with (1) all 
cash on hand and the proceeds of all accounts receiv¬ 
able when the same shall be collected and converted 
into cash; (2) the amount realized from the sale of the 
following pieces of real estate, the property of Phila¬ 
delphia or its leased lines, no longer used for the oper¬ 
ation of the railway system herein demised, and which 
are therefore reserved and excepted out of this lease, 
the proceeds of which Philadelphia will credit to its 
various leased lines and pay over to Union hereunder. 

East side of Seventh Street extending from the 
north side of McKean Street to the south side of Dud¬ 
ley Street, with a frontage on Seventh Street of one 
hundred and eleven feet and a depth eastward of two 
hundred feet. 

South side of Sansom Street one hundred and 
twenty-one feet six inches east of Ninth Street, one 
hundred and five feet front and in depth one hundred 
and seven feet six inches. 

North side of Walnut Street one hundred and sev¬ 
enty-four feet six inches west of Eighth Street, sixteen 
feet two inches front and in depth one hundred and 
twenty-seven feet six inches. 

North side of Walnut Street one hundred and 
eighty-three feet six inches east of Ninth Street, 
twenty-one feet nine inches front and in depth one 
hundred and twenty-seven feet six inches. 

Southeast corner Twenty-fourth and Columbia 
Avenue, three hundred and eighty feet front and in 
depth eighty feet. 

North side of Nicholas Street from Twenty-third 
to Twenty-fourth Streets, four hundred feet front and 
in depth fifty-three feet six inches to three feet wide 
alley. 

South side of Nicholas Street from Twenty-third 


82 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

to Twenty-fourth Streets, four hundred feet front and 
in depth fifty-three feet. 

Beginning at southwest corner East Norris and 
Thompson Streets, Eighteenth Ward; thence south¬ 
west on Thompson Street five hundred and forty-six 
feet and one-eighth inch; thence northwest parallel 
with Susquehanna Avenue one hundred and ninety-six 
feet; thence northeast parallel with Almond Street and 
fifty feet southeast therefrom four hundred and eighty- 
five feet eight and one-half inches to the southwest side 
of East Norris Street; thence southeast along the same 
two hundred and seventeen feet eleven and three- 
quarters inches to beginning. 

South side of Market Street seventy-nine feet east 
of Twentieth Street, seventy-nine feet front and in 
depth one hundred and seventy-six feet to Barker 
Street. 

South side of Market Street fifty-nine feet east of 
Twentieth Street, twenty feet front and in depth one 
hundred and ten feet to a nine feet wide alley. 

North side of Chestnut Street, east side Thirty- 
third Street, and northwest side of Woodland Avenue, 
front on Chestnut Street twenty-seven feet nine inches, 
on Thirty-third Street one hundred and eighty feet six 
and one-quarter inches, on Woodland Avenue ninety- 
three feet two inches, and on northeast line one hun¬ 
dred and fifty-seven feet one and three-eighths inches. 

Northeast corner Thirty-third and Market Streets, 
front on Market Street twenty-two feet and in depth 
fifty-one feet to a three feet wide alley. 

Southwest side of Lancaster Avenue two feet 
three and one-eighth inches southeast of Thirty-third 
Street, front on Lancaster Avenue one hundred and 
twenty feet eight and seven-eighths inches, on Thirty- 
third Street ninety-nine feet eight inches, and on south¬ 
east line eighty-five feet and three-quarters inch. 


Exit. A — Lease, Phila. Trac. Co. to Union Trac. Co. 83 

(3) the amount of installments hereafter paid upon 
outstanding subscriptions to the capital stock of Phila¬ 
delphia, which amounts Philadelphia shall pay over 
to Union as received, or apply to the reduction of 
Philadelphia’s indebtedness; (4) the value of the fol¬ 
lowing stocks and bonds, which shall be assigned to 
Union by Philadelphia and shall become its prop¬ 
erty :— 

Seven hundred thousand dollars ($700,000) in the 
five per cent, gold bonds of the Twenty-second Street 
and Allegheny Avenue Passenger Railway Company. 

Eighty-one (81) shares of the Philadelphia City 
Passenger Railway Company. 

Seven hundred and five (705) shares of the Phila¬ 
delphia and Darby Railroad Company. 

Fifty (50) shares qf the Thirteenth and Fifteenth 
Streets Passenger Railway Company. 

Ninety-two (92) shares of the Philadelphia and 
Gray’s Ferry Passenger Railway Company. 

Six thousand and forty-six (6046) shares of The 
Union Passenger Railway Company of Philadelphia. 

Seven thousand eight hundred and fifty-nine 
(7859) shares of the West Philadelphia Passenger 
Railway Company. 

Eight thousand (8000) shares of the Southern 
Electric Railway Company. 

Fifty-seven hundred and nineteen (5719) shares 
of the Empire Passenger Railway Company. 

Twenty thousand (20,000) shares (twenty-five dol¬ 
lars paid) of the Twenty-second Street and Allegheny 
Avenue Passenger Railway Company. 

Eight thousand (8000) shares of the Catharine 
and Bainbridge Streets Passenger Railway Company. 

(Of the foregoing shares sixty-seven hundred 
(6700) of the West Philadelphia Passenger Railway 


84 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

Company and twenty-two hundred and fifty (2250) of 
The Union Passenger Railway Company are at pres¬ 
ent pledged as set out in paragraph four hereof; the 
same shall be presently assigned to Union and shall 
be delivered to it from time to time as released); 

(5) the value of all securities which may hereafter be 
received by Philadelphia and delivered to Union as 
explained in paragraph nineteen hereof, the same to 
be credited from time to time as received. 

In stating the account between the parties hereto 
an apportionment shall be made as of the date of Octo¬ 
ber 1st, 1895, of all accruing rentals, interest, divi¬ 
dends, taxes, license charges, and other annual pay¬ 
ments payable by Philadelphia. 

If said account, or the value of any of said bonds, 
stocks or other property, cannot be agreed upon be¬ 
tween the parties hereto it shall be determined and 
stated by appraisers in accordance with paragraph 
twenty-five hereof. The said account shall not bear 
interest; nor shall any balance thereof found due, be 
payable until the termination of this lease, when it 
shall be paid; but if this lease should be terminated at 
any time by reason of any default on the part of Union 
any balance then due it by Philadelphia shall not be 
paid, but shall be marked off and canceled, and all right 
to retain any securities theretofore held as collateral 
for such indebtedness shall cease; it being intended in 
that event that the right of Union to receive any reim¬ 
bursement for any advances or for any claim which it 
has against Philadelphia over and above the amount 
of the credits aforesaid shall cease and wholly deter¬ 
mine, the advances being made upon the understanding 
that they shall not be reimbursed, but shall be treated 
as payments made by Union on its own account in case 
it shall bring about a termination of this lease by its 
own default. 


Exh. A — Lease , Phila. Trac. Co. to Union Trac. Co. 85 


Fourteen .— Philadelphia is the owner of the total 
issue of the capital stock of certain street railway com¬ 
panies, to ivit: The Marshall Street Railway'Company, 
The Walnut Street Connecting Passenger Railway 
Company, the Ridge Avenue Connecting Passenger 
Railway Company, the Huntingdon Street Connecting 
Passenger Railway Company, and the Kessler Street 
Connecting Passenger Railway Company. All said 
shares of stock shall be transferred to Union, which 
shall hold the same as lessee, entitled to all dividends 
and income thereof, and also as collateral security for 
any balance due it for advances by it to be made as 
provided in paragraph thirteen hereof. None of said 
shares shall be sold at any time by Union, prior to the 
time at which the advances for which the same shall 
be held as collateral security shall be collectible from 
Philadelphia under paragraph thirteen hereof, and at 
that time only after thirty days’ written notice to Phil¬ 
adelphia of the intention thus to sell. Upon every 
certificate shall be indorsed the words “not transfer¬ 
able without the consent of the Philadelphia Traction 
Company.” 

Fifteen. —The Continental Passenger Railway 
Company is the owner of sixty-one hundred (6100) 
shares of the capital stock of the Empire Passenger 
Railway Company, and of ten thousand (10,000) shares 
of the capital stock of The Seventeenth and Nineteenth 
Streets Passenger Railway Company, now held by The 
Union Passenger Railway Company as trustee and 
lessee. By virtue of its lease to The Union Passenger 
Railway Company and of the agreement of the latter 
company with Philadelphia, the dividends of every 
sort and kind which may at any time be declared or 
paid on said stock during the continuance of said 


86 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

agreements are to be paid to Philadelphia as if it 
were the owner thereof. Whatever rights Philadel¬ 
phia has in said shares under said agreements, or other¬ 
wise, is transferred to Union, which shall receive all 
the dividends thereon without allowing Philadelphia 
any credit therefor. 

Sixteen. —No use shall be made of any shares 
transferred to Union hereunder either by direct vote 
of the lessee as holder of shares, or by that of directors 
elected by any such vote, which shall in any way ques¬ 
tion any of the acts or doings of Philadelphia or of 
any of its leased lines antecedent to the date of this 
lease, or which' shall, without the consent of Philadel¬ 
phia, increase the indebtedness or issue of capital stock 
of any of the companies whose shares are thus trans¬ 
ferred, or which shall alter, affect, or prejudice the 
interest of Philadelphia in said companies, or any 
contracts between any of said companies and Phila¬ 
delphia. 

Seventeen. —Union shall indemnify and save 
harmless Philadelphia from all loss, damage, claims 
and liability of every description arising from or out 
of the management, use, or operation of the property 
herein demised, or from or by reason of anything that 
may be done by Union in the premises. Union shall 
defend all suits and actions which may be hereafter 
brought against Philadelphia for any cause 01 action, 
or pretended cause of action, which may hereafter 
arise, and shall pay as well all costs and charges of 
said suits and the expense thereof, as all verdicts, judg¬ 
ments, recoveries and decrees therein, and no charge 
whatever shall be made against Philadelphia for or 
on account of the same, or any part thereof. Union 
shall further, at its own cost and expense, bring such 


Exit. A — Lease, Phila. Trac. Co. to Union Trac. Co. 87 

suits and actions as may be necessary to conserve and 
protect the rights of Philadelphia in and under all of 
its aforesaid leases, agreements and indentures: Pro¬ 
vided, however, That the prosecution of such suits and 
actions, or the defending of any which may be brought 
by other parties, shall not relieve Union from its liabil¬ 
ity to Philadelphia under paragraph nine hereof, in 
case any of the rights and franchises now secured to 
Philadelphia under said leases, agreements and in¬ 
dentures be lost by any act or omission of Union. 

Eighteen .—It is understood that the growth of the 
city during the term of this lease will require, from 
time to time, extensions by Union of the railway sys¬ 
tem controlled by it (which will include certain rail¬ 
ways and traction systems besides those herein de¬ 
mised). Such extensions shall be made from time to 
time, in so far as the same may be upon streets upon 
which Philadelphia, by the terms of the leases with 
it’s lessor companies, is required to extend in the exer¬ 
cise of the franchises of its lessor companies, in accord¬ 
ance with the terms of said leases; and subject to this 
provision, Union shall have the right to make such 
extensions under any franchise, the exercise of which 
it may control, as in the discretion of its board of 
directors of Union may be in the best interest of 
Union: Provided, however, That all lines so con¬ 
structed shall be leased by Union upon a fair hnd rea¬ 
sonable rental, and in the event of the termination of 
this lease by any default of Union that then and in 
such case Philadelphia shall have the right to require 
from Union an assignment of the leases of such lines 
as are proper extensions of the system of Philadel¬ 
phia, and any failure to make such assignment shall be 
a breach of the covenants hereof, for which Union 
shall respond in damages, to be settled by arbitration, 
as provided in paragraph twenty-five hereof. 


88 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

Nineteen .— Philadelphia has made certain ad¬ 
vances to certain of its leased lines which stand upon 
its books as open accounts. Under the leases and 
agreements hereinbefore recited, Philadelphia is enti¬ 
tled to certain rights by reason of said advances. 
Nothing herein contained shall prevent Philadelphia 
from taking from any of said lessor companies any 
securities for such advances to which it may be enti¬ 
tled; but Philadelphia shall not be compelled to take 
securities for any such indebtedness. The indebted¬ 
ness itself, neither in its present, nor in any future 
form, shall bear interest as between the parties hereto 
during the continuance of this lease. If, however, such 
securities be taken by Philadelphia at any time here¬ 
after for such indebtedness or any part thereof the 
same shall be delivered to Union, which shall be enti¬ 
tled to hold the same as collateral security, as is pro¬ 
vided in paragraph fourteen hereof. 

Twenty .— Union shall, at its own expense, keep up 
such lines of insurance upon the demised premises, as 
shall to the board of directors of Union seem necessary. 
Philadelphia shall have a right to object to insurance 
being effected or maintained in companies which are 
not financially able to respond in case of loss. Union 
shall, whenever requested by Philadelphia, furnish the 
latter with a list of all insurance in force covering the 
property subject to this lease. In no event shall moneys 
received from insurance be appropriated without the 
consent of Philadelphia otherwise than in and about 
the replacement or restoration of the lost or damaged 
property. 

Twenty-one. — Union shall and will, from time to 
time, and at all times during the continuance of this 
lease, manage and operate the railways and other prop- 



Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 89 


erty hereby demised in such manner as in the judgment 
of Union will tend to best develop the business of the 
system. 

It is the true intent and meaning of this agreement 
that the railway system herein demised by Philadel¬ 
phia shall be, at all times, kept in the same general good 
repair and condition in which the same now is, or will 
be upon the completion of the contemplated improve¬ 
ments hereinbefore referred to, and fully equipped with 
the best and most improved equipment for operating 
the same. 

Union shall, at the expiration or other termination 
of the term hereby created, surrender all the property 
and premises to Philadelphia in the same good order 
and condition in which they now are, with the streets 
upon which the lines are laid paved in the same good 
condition as they now are. But Philadelphia shall not 
be obliged to accept, by way of substitution, any prop¬ 
erty which shall not be deemed by it proper for its pur¬ 
poses and adaptable to the needs of the company. A 
full and correct description, inventory, and appraise¬ 
ment of the supplies, cars, and other rolling stock 
hereby demised, and of all the horses, tools, implements, 
machinery, harness, equipments, stable furniture, and 
such like property hereby demised, or intended so to 
be, shall be made by appraisers appointed in accordance 
with paragraph twenty-five hereof. A duplicate of the 
inventory and appraisement so made shall be delivered 
to each of the parties, after having been identified by 
the signatures of the presidents of the parties hereto. 
It shall be the duty of Union on the determination of 
this lease, either by expiration of the term hereby cre¬ 
ated or by any sooner ending under the provisions 
hereof, to deliver to Philadelphia like or similar per¬ 
sonal property of value equal to the amount of said in¬ 
ventory and appraisement as found by the appraisers 


90 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

as aforesaid, but the amount of said appraisement shall 
not in any manner enter into the account referred to in 
paragraph thirteen hereof. 

Twenty-tivo. —If, in the opinion of the board of di¬ 
rectors of Philadelphia, Union shall at any time fail 
to keep the property, its equipment or operation, up to 
its agreed standard of efficiency, they may notify Union 
in writing wherein such failure is charged, and upon 
the failure of Union, after such notice, to proceed 
promptly to remedy its failure, or upon its refusal to 
do so, Philadelphia may proceed to submit the matter 
to three arbitrators, chosen in the manner hereinafter 
prescribed in paragraph twenty-five, whose duty it shall 
be to make a report in writing, wherein they shall de¬ 
termine whether such complaint is well founded, and, 
if so, in what respects, specifying what shall be done 
by Union in order to bring said property and its equip¬ 
ment, or to keep its operation up to said agreed 
standard of efficiency, and their decision, or that of a 
majority of them, when had, shall be final between the 
parties; and it shall thereupon be the duty of Union to 
comply therewith, within three months from notice of 
such report, and upon the allegation by Philadelphia 
that there has been on the part of Union a failure to 
so comply, the question shall be determined by said ar¬ 
bitrators in accordance with paragraph twenty-five 
hereof, and upon a decision adverse to Union, Phila¬ 
delphia shall be at liberty by appropriate proceedings 
in a court of equity to compel specific performance of 
this covenant. 

Twenty-three. —Philadelphia shall and will, dur¬ 
ing the term hereby demised, continue its corporate ex¬ 
istence and organization. At all times, and from time to 
time during the said term, when requested by Union, it 



Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 91 

shall and will put in force and exercise each and every 
lawful corporate power and do each and every lawful 
corporate act which Philadelphia might have or may 
at any time hereafter lawfully put in force or exercise, 
to enable Union to enjoy, avail itself of, and exercise, 
every right, franchise, and privilege in respect to the 
use, management, maintenance, extension, or improve¬ 
ment of the premises hereby demised or intended so to 
be, Union hereby agreeing to indemnify and save harm¬ 
less Philadelphia and its lessor companies against all 
expense, loss, damage, or liability for such exercise of 
the corporate powers or performance of cor¬ 
porate acts, or for the exercise of the corporate powers 
or performance of corporate acts of lessor com¬ 
panies when exercised or done at the request of 
Union. Philadelphia will do all that may be neces¬ 
sary to be done in the exercise of its franchises, 
by application to City Councils, and otherwise, to se¬ 
cure the proper advantage to Union of this contract. It 
shall not, however, nor shall its lessor lines, be sub¬ 
jected to any expense by reason of the exercise of its, 
or of their franchises, in the way provided for, nor by 
reason of such application, thus stipulated to be made. 

Twenty-four. —Union, keeping and performing the 
covenants herein contained upon its part to be kept and 
performed, shall and may, at all times, and from time 
to time, peaceably and quietly, have, hold, use, and en¬ 
joy the demised premises, and every part and parcel 
thereof, with the appurtenances, without any manner 
of let, suit, trouble, or hindrance from Philadelphia, 
its successors or assigns. Philadelphia shall and will, 
at any time hereafter, execute and deliver such further 
assurances as may be reasonably required fully to effect¬ 
uate the objects and purposes of this indenture, and 
more fully to cause to accrue unto Union the rights and 
privileges herein mentioned, accorded, and granted, or 
intended so to be. 



92 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 

Twenty-five .—It is expressly understood and 
agreed that if any breach of any of the covenants in 
this agreement contained on the part of either party 
hereto be alleged by the other, or if any difference shall 
arise at any time between the parties hereto in relation 
to the construction of this agreement or the due per¬ 
formance of any of the covenants hereof, the question 
shall be submitted to arbitrators. The method of ap¬ 
pointment of arbitrators or appraisers under any of 
the provisions of this lease shall be as follows: The 
party aggrieved, or moving in the matter, shall give to 
the other party written notice of its desire to have an 
arbitration or appraisement, in which it shall state gen¬ 
erally its grievance, and name an arbitrator or ap¬ 
praiser. The other party shall thereupon name an ar¬ 
bitrator or appraiser within ten days after receipt of 
such notice, and in case of its failure to do so the mov¬ 
ing party may appoint the second arbitrator or ap¬ 
praiser. The two thus appointed (in either manner) 
shall select a third, and in case of their failure to agree 
upon a third within ten days the President Judge of 
the Court of Common Pleas, No. 1, of Philadelphia 
County, shall, at the instance of either party, appoint 
such third arbitrator or appraiser; all of the arbitrators 
or appraisers shall be men of skill and experience in 
railroad management. The Board of Arbitrators or Ap¬ 
praisers thus constituted shall thereupon proceed to 
make the appraisement or determine the matter in dis¬ 
pute. It shall have authority to examine the property, 
books, papers, and accounts of each party and of any 
of the companies leased or controlled by either; to sum¬ 
mon witness; take testimony and hear argument; and 
the decision of any two (including the disposition of 
the costs of arbitration) shall be final and conclusive 
upon both parties as to all questions of fact involved in 
such arbitration, without any appeal, certiorari, writ 
of error or other process of any court to review the 


Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 93 

award of such arbitrators upon any such questions of 
fact in aid of the party against whom any such award 
or decision shall at any time be made: Provided, how¬ 
ever, That the party in whose favor any award is made 
may apply to any court of law or equity for aid in en¬ 
forcing such award against the other party. 

Twenty-six .—It is expressly understood and 
agreed that as to the payments of rental stipulated to be 
made by Union in paragraph one hereof, and as to each 
and every of the other payments stipulated to be made 
by it in paragraphs two, three, four, five, and six 
hereof respectively, when the time for paying said 
rental or making any of said payments is specified in 
any of said paragraphs respectively, the time thus 
specified shall be regarded as of the essence of the con¬ 
tract, and shall not be relieved against under any cir¬ 
cumstances or in any manner whatsoever; and that any 
failure or default on the part of Union to pay any in¬ 
stallment of said rental upon the day upon which such 
installment is required to be made in paragraph one, or 
within ten days thereafter, or any failure or default on 
the part of Union to make any other payment or pay¬ 
ments required to be made under paragraphs two, 
three, four, five, or six hereof respectively upon the day 
or days when the same are therein respectively required 
to be made, if such default shall continue for ten days 
after Philadelphia shall have given to them notice in 
writing of the existence of such default, shall at the 
option of Philadelphia, work the immediate and abso¬ 
lute forfeiture and determination of this lease and of 
all rights of Union thereunder, without any arbitra¬ 
tion, and it shall be the right of Philadelphia immedi¬ 
ately to repossess itself of the hereby demised prem¬ 
ises in the manner hereinafter provided in paragraph 
twenty-seven. 


94 Exh. A — Lease, Phila. Trac . Co. to Union Trac. Co. 

Twenty-seven .—If upon the expiration of the term 
hereby created Union shall fail to deliver up to Phila¬ 
delphia all of the premises and property demised and 
included or forming part of this lease and agreement, 
or if at any prior time Philadelphia shall exercise the 
option hereinbefore given to it to terminate the same 
by reason of any breach of condition by Union as here¬ 
inbefore provided, then and in either event it shall be 
lawful for Philadelphia to enter into and upon the 
hereby demised premises, or such as may be substi¬ 
tuted in their place and form the subject of this lease, 
and take possession of the same, with the appurte¬ 
nances and with all additions and improvements 
thereon, and upon such re-entry to remove all persons 
therefrom, and thenceforth to have, hold, possess, and 
enjoy, and take the same as of its former estate there¬ 
under, and thereafter all the estate and interest of 
Union in and to the same shall absolutely cease and de¬ 
termine, as though these presents had never been made: 
Provided, however, That such re-entry shall not in any 
manner affect any claim of Philadelphia for rent or 
for damages resulting from the breach of the covenants 
herein contained: And provided further, That any 
failure or continued failure of Philadelphia to en¬ 
force any of its rights under this lease shall not operate 
as a waiver of said rights or as an estoppel against 
Philadelphia in the premises; but upon each and 
every breach of any condition or covenant, by Union, 
Philadelphia shall be entitled to enforce its rights 
hereunder as promptly and thoroughly as though it 
were the lrst breach by Union of said covenant or 
condition, although the same or similar failures on the 
part of Union shall have been, from time to time, ac¬ 
quiesced in by Philadelphia. In case of such default 
by Union, and such determination of this lease by 
Philadelphia, if it shall be necessary for the protection 


Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 95 

of the rights, interests, and estate of Philadelphia in 
the hereby demised premises, to commence proceedings 
in ejectment, or other action in law or equity, for the 
whole or any part of the hereby demised premises, it 
shall be competent for any attorney of any court of 
record of this Commonwealth to appear on behalf of 
Union, for which this shall be his sufficient warrant, 
and confess judgment in such ejectment or other pro¬ 
ceedings, and thereupon a writ of haberi facias posses¬ 
sionem may forthwith issue. And it is further agreed, 
that in the event of a confession of judgment having 
been obtained, Philadelphia, in order to recover pos¬ 
session of the personal property hereby demised and 
such other personal property as may have been substi¬ 
tuted for it, and of all improvements and constructions 
which may have been made by Union under the pro¬ 
visions of this lease, may commence an action of re¬ 
plevin against Union and any person or persons, cor¬ 
poration or. corporations in possession thereof through 
Union ; and in such action any attorney of any court of 
record of this Commonwealth may appear for the de¬ 
fendant or defendants, for which this shall be sufficient 
warrant, and Union hereby releases Philadelphia 
and its surety and sureties in said action from any and 
all actions, suits and claims by reason of issuing of 
such writ or the giving of a replevin bond. Neither of 
the actions or proceedings above mentioned shall ex¬ 
clude Philadelphia from any other action or proceed¬ 
ing which it may deem necessary for the preservation 
and enforcement of its rights under this lease, it being 
the intention of the parties hereto that immediate pos¬ 
session shall be had by Philadelphia on the termina¬ 
tion of this lease. 

In Witness Whereof , Each of the parties hereto 
hath caused its corporate seal to be hereto affixed, and 


96 Exh. A — Lease, Phila. Trac. Co. to Union Trac. Co. 


the same to be attested by the signatures of its presi¬ 
dent and secretary, as of the day and year first above 
written. 

Sealed and delivered in the 
presence of us: 

Philadelphia Traction Company, 

By 

P. A. B. WIDENER, 

[seal] President. 

Attest: 

D. W. Dickson, 

Secretary. 

George W. Elkins, 

George D. Widener. 

The Union Traction Company of Philadelphia, 
By 

JNO. LOWBER WELSH, 

[seal] President. 

Attest: 

Charles 0. Kruger, 

Secretary. 

C. F. Fox, 

R. C. Dale. 


Exhibit A—Lease No. 1, Phila. and Darby 97 
LEASE NO. 1. 


Philadelphia and Darby. 

This Indenture, made this Nineteenth day of Feb¬ 
ruary, A. D. one thousand eight hundred and seventy, 
between the Philadelphia and Darby Railroad Com¬ 
pany, a Corporation of the Commonwealth of Pennsyl¬ 
vania, of the first part, and the Philadelphia City Pas¬ 
senger Railway Company, a Corporation of the Com¬ 
monwealth of Pennsylvania, of the second part. 

Whereas, the first party own and operate a Rail¬ 
road known as the Philadelphia and Darby Railroad, 
which extends from a point in the Borough of Darby, 
Delaware County, Pennsylvania, by way of the Darby 
Turnpike or Plank Road and Woodland Street, to a 
point at or near the intersection of said Street with 
Market Street, in the City of Philadelphia. 

And Whereas, the second party own and operate 
a Railway on and over (inter alia) Chestnut and Wal¬ 
nut Streets, in said City, and which intersects the said 
Railroad of the first party, at and on Chestnut Street. 
And the parties hereto deem it to be for their common 
interest, and to the benefit and advantage of each of 
them, that the said Philadelphia and Darby Railroad 
should be leased and operated by the second party for 
the annual rental hereinafter reserved, and upon and 
subject to all and singular the terms, agreements and 
conditions hereinafter mentioned: and having author¬ 
ity so to do by an Act of the General Assembly of the 
Commonwealth of Pennsylvania, entitled “An Act to 
authorize the Philadelphia and Darby Railroad Com¬ 
pany to lease their Road, property and franchises, and 
to sell their Real Estate to any Railroad or Railway 
Company, and to enable such Companies to enter into 


98 Exhibit A—Lease No. 1, Phila. and Darby 

contracts respecting the same,” approved the twen¬ 
tieth day of January, A. D., one thousand eight hun¬ 
dred and seventy, duly accepted, and by the approval 
and direction of their Stockholders and Boards of Di¬ 
rectors respectively. 

And Whereas, the first party have issued ten 
thousand shares of their capital stock, of the par value 
of twenty dollars ($20) per share—and have also exe¬ 
cuted and delivered to J. P. McFadden, a mortgage of 
their Railroad, corporate property, rights and fran¬ 
chises, dated twenty-eighth day of May, A. D. one thou¬ 
sand eight hundred and sixty-seven, duly recorded in 
the office for recording Deeds, &c., in the City of Phila¬ 
delphia, in Mortgage Book J. T. 0., Vol. 19, Page 420'— 
in trust, to secure Bonds to the amount of one hundred 
thousand dollars, ($100,000), of which fifty-seven thou¬ 
sand dollars ($57,000) have been sold. 

Now, Therefore, this Indenture Witnesseth: That 
the first party for and in consideration of the rents, 
covenants and agreements hereinafter mentioned, re¬ 
served and contained, on the part of the second party, 
their successors and assigns, to be paid, kept and per¬ 
formed, have granted, demised, assigned and leased, 
and by these presents do grant, demise, assign and 
lease unto the second party, their successors and as¬ 
signs, all and singular, the Railroad now owned and 
operated by said first party, and known as the Phila¬ 
delphia and Darby Railroad, which extends from a 
point in the Borough of Darby aforesaid, by way of 
the Darby Turnpike or Plank Road and Woodland 
Street, to or near Market Street in the said City, a dis¬ 
tance of about five miles and two hundred and fifty- 
five feet, more or less, or as the same may at any time 
hereafter be located, constructed or extended, together 


Exhibit A—Lease No. 1, Pliila. and Darby 99 

with all and every, the sidings, appurtenances, rail¬ 
ways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops, barns, and other structures of 
every kind and description, and all horses, mules, and 
live stock, harness and equipment, and stable furni¬ 
ture, cars, sleighs, wagons and other vehicles, and gen¬ 
erally all the personal property belonging to first 
party, (including all policies of Insurance upon any 
part or portion of the said demised property, as well 
as the remaining unsold Bonds of the first party, se¬ 
cured by said mortgage, to J. P. McFadden, in trust, 
and amounting to forty-three thousand dollars ($43,- 
000) ; and all rights, privileges and franchises con¬ 
nected with or relating to the said demised Railroad, 
or any part thereof, or to the construction, mainte¬ 
nance, use, re-location, or operation of the same, as 
fully and entirely as the same are now or may here¬ 
after be vested in the first party, but subject neverthe¬ 
less to the terms and provisions of the contracts with 
the Delaware County Turnpike Road Company, of Jan¬ 
uary third, one thousand eight hundred and fifty-nine, 
and the Darby Turnpike or Plank Road Company of 
September twenty-second, one thousand eight hundred 
and fifty-eight. Copies of which contracts are hereto 
attached— And saving and reserving, however, the 
franchise to be a. Corporation, or any other right or 
privilege which is or may be necessary to preserve the 
corporate existence or organization of the first party; 
—and further excepting and reserving from and out of 
the lands hereby demised, all that certain lot of ground 
bounded as follows: southeastward^ by Darby Road, 
southwestwardly by Fiftieth Street, northwestwardly 
by Greenway Avenue, and northeastwardly by Forty^ 
ninth Street, containing in front on Darby Road, four 
hundred and ten (410) feet, and in depth northwest¬ 
wardly, four hundred and forty-five (445) feet,being the 


100 Exhibit A—Lease No. 1, Phila. and Darby 


same which S. Gross Fry and wife, by deed dated June 
fifth, one thousand eight hundred and sixty-nine, and 
recorded in the office for recording Deeds, &c., for the 
City and County of Philadelphia, in Deed Book J. T. 
0., No. 255, Page 66, &c., granted and conveyed in fee 
unto the first party, their successors and assigns, sub¬ 
ject to an annual ground rent of three hundred and 
sixty dollars, ($360), payable in half-yearly payments, 
on the first day of January and July in each year; and 
being the same which the first party by deed bearing 
even date herewith have granted and conveyed in 
fee simple to the second party, their successors and as¬ 
signs, subject to said Ground Rent, and to the lien of 
the said mortgage of the first party, to J. P. McFadden, 
in trust. 

To Have and to Hold the said Railroad with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, unto the party of the 
second part, their successors and assigns from the 
first day of January, A. D. one thousand eight hundred 
and seventy, for and during the full term of nine hun¬ 
dred and ninety-nine (999) years thence next ensuing, 
to be fully completed and ended, (under and subject 
to the contracts and reservations as aforesaid). The 
said demised premises to be free and clear from all 
debts, dues and liabilities of the first party due on or 
owing up to the said first day of January, one thou¬ 
sand eight hundred and seventy, except the sum of 
fifty-seven thousand dollars, ($57,000), being the 
Bonds heretofore issued, and the sum of forty-three 
thousand dollars ($43,000) being the unsold Bonds 
hereby assigned and transferred to the second party by 
first party, and secured by mortgage as aforesaid, and 
the interest to accrue thereon, from and after Novem¬ 
ber 1st, one thousand eight hundred and sixty-nine. 


Exhibit A—Lease No. 1, Phila. and Darby 101 

In Consideration Whereof, the second party for 
themselves, their successors and assigns, covenant and 
agree with the first party, their successors and assigns 
as follows: 

First .—To pay annually to the first party, the sum 
of eight thousand dollars, ($8,000), in equal half-yearly 
instalments of four thousand dollars, ($4,000), on the 
first day of July and January, in each and every year 
during said term. Which sum of eight thousand dol¬ 
lars, ($8,000), the first party hereby authorize the sec¬ 
ond party as their agent to pay over and distribute 
in semi-annual payments of four thousand dollars, 
($4,000), on the first day of July and January, as afore¬ 
said, to and among the Stockholders of the first party, 
entitled to receive the same,—a list of whom shall be 
regularly furnished by the first party, to the second 
party,—in semi-annual amounts of forty cents on each 
and every share so held by them; and the second party 
agree to pay and distribute the same, withholding and 
deducting therefrom any and all taxes lawfully im¬ 
posed on capital stock or dividends, and which are or 
may be by law required to be withheld and deducted 
from the same; and will account for and pay over such 
tax in the manner prescribed by law. 

Second .—To pay annually to the first party on the 
first day of July, in each and every year, the sum of 
fifty dollars ($50) for and towards the expense of 
maintaining the corporate organization of the first 
party; to provide a suitable and convenient room for 
the meetings of the Directors and Stockholders, and 
for the transaction of the business of the said first 
party, and to carry out and fulfill the terms and pro¬ 
visions in said contracts with the said Turnpike Com¬ 
panies which the second party are therein required to 
carry out and fulfill. 


102 Exhibit A—Lease No. 1, Phila. and Darby 

Third .—To pay the interest as the same becomes 
clue upon all the said Bonds of the first party, secured 
by mortgage as aforesaid and issued by them; being 
fifty-seven thousand dollars ($57,000), of the said one 
hundred thousand dollars ($100,000), said interest be¬ 
ing seven per cent, or three thousand nine hundred and 
ninety dollars ($3,990), and becoming due on the first 
day of May and November in each year; which sum 
of three thousand nine hundred and ninety dollars 
($3,990) the first party hereby authorize the second 
party, as their agent, to pay in semi-annual payments 
of one thousand nine hundred and ninety-five dollars 
($1,995), on the first day of May and November as 
aforesaid, to and among the lawful holders of said 
Bonds, and the second party agrees to so pay the 
same, withholding and deducting therefrom any and 
all taxes lawfully imposed on said Bonds or interest, 
and which are or may be by law required to be with¬ 
held and deducted from the same; and will account for 
and pay over such taxes in the manner prescribed by 
law. 


Fourth .—Should the second party at any time 
deem it needful for the extension, betterment and im¬ 
provement of the hereby demised premises, to nego¬ 
tiate or sell, which they are hereby authorized to do, 
all or any portion of the said forty-three thousand 
dollars ($43,000), of Bonds to obtain the means for 
such purposes, that they shall and will faithfully apply 
the whole of the net proceeds thereof to and upon the 
said demised premises, or extension thereof, and shall 
and will pay the interest thereon, as the same shall 
become due and payable, and said interest shall be 
paid to the lawful holder of said Bonds in like manner 
as authorized and provided in clause third hereof. 


Exhibit A—Lease No. 1, Phila. and Darby 103 

Fifth .—To pay all taxes now or hereafter imposed 
by law upon the earnings from, or business of, the said 
Railroad, or that may be lawfully levied or assessed 
upon the said demised and assigned property,—other 
than the said forty-three thousand dollars ($43,000) 
of Bonds. 

And it is further stipulated and agreed by and be¬ 
tween the parties hereto: 

Sixth .—That when the Bonds of the first party 
secured by mortgage as aforesaid, and heretofore sold 
by the first party, or those that may hereafter be sold 
by the second party become due, the second party shall 
and will provide for the principal of the same, either 
by their payment, or by the renewal or extension 
thereof from time to time, by the issue of an equal 
amount of other Bonds bearing interest and payable 
in periods of not exceeding fifty years after date, of 
like tenor and effect, secured by mortgage or mort¬ 
gages on the hereby demised premises, or as the same 
may be extended or improved; and any or all mort¬ 
gages so given from time to time to secure such re¬ 
newal or extension, shall have a prior lien over, and 
take precedence of, this lease and agreement; and the 
second party covenant and agree to pay the interest 
as the same shall become due, on any such renewal or 
extension Bonds; and for the purpose of enabling the 
second party to effect such renewals or extensions at 
maturity, the first party hereby make, constitute and 
appoint the second party, their successors and assigns, 
irrevocably until the expiration of said term, their law¬ 
ful attorney, with full and ample power and authority 
to negotiate for renewals or extensions of said Bonds, 
or new loans, and in the corporate name of said first 
party from time to time to make and issue bonds there¬ 
for (but if necessary to the legality of said Bonds for 


104 Exhibit A—Lease No. 1, Phila. and Darby 

renewals or extensions, or new loans, they shall be exe¬ 
cuted and signed by the proper officers of said first 
party), not to exceed one hundred thousand dollars 
($100,000) as aforesaid, the proceeds of which new 
loans shall be applied to the payment of the then exist¬ 
ing Bonds; and full power and authority is hereby con¬ 
ferred and granted to said second party as said attor¬ 
ney, in the corporate name of and for and on behalf of 
said first party, to execute, seal, sign and deliver, from 
time to time, new mortgage or mortgages to secure the 
payment of such Bonds with the interest to accrue 
thereon, upon all or any part of the hereby demised 
Railroad property, real and personal, corporate rights 
and franchises of said first party; and if any authority 
of law is needed to authorize such making and issue of 
Bonds, and the mortgage or mortgages to secure the 
same, the first party bind themselves to aid in procur¬ 
ing such authority, and will accept the power if so con¬ 
ferred, and will, if needful for the execution of the 
same, then make and constitute the second party, their 
successors and assigns, their attorney in like manner, 
and with full power and authority to do all things 
required and necessary to renew or extend, or make 
new loans, as may be authorized, and to the amount 
and in the manner hereinbefore mentioned. Or if the 
second party cannot in the opinion of counsel learned 
in the law, legally make, issue and execute said Bonds 
or mortgages, or either, then the proper officers of the 
first party shall and will make and execute and deliver 
the same to the second party, their successors and 
assigns. 

Seventh .—That in the event of the failure or omis¬ 
sion on the part of the second party for the period of 
thirty days, after receiving written notice to pay, do 
and perform all and every of the payments, acts and 


Exhibit A—Lease No. 1, Phila. and Darby 105 

agreements herein contained on the part of the second 
party, to be paid, done and performed, then this lease 
and agreement shall at the option of the first party, 
their successors and assigns, at once cease, determine 
and become void; and the said first party, their suc¬ 
cessors and assigns shall be entitled to re-enter and 
take possession of said Railroad and demised prem¬ 
ises, with the appurtenances, corporate rights and 
franchises, and all betterments, additions and improve¬ 
ments thereon; and shall and may demand, sue for and 
recover all rent, interest and moneys then in arrears 
and unpaid, and all damages they may have sustained 
by reason of the breach of any of the covenants herein 
contained. 

Eighth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this lease and agreement, or the due performance of 
any of the covenants hereof, the said parties shall each 
select a disinterested Referee of skill and experience 
in Railway management, and the said Referees shall 
select a third Referee of like skill and experience, and 
the three so chosen shall hear and decide such differ¬ 
ences, and their decision, or that of a majority of them, 
shall be final and conclusive upon the said parties; and 
in case either of the said parties shall fail to appoint a 
Referee as aforesaid, for the period of thirty days, 
after written notice to make such appointment, then 
and in that event the Referee appointed by the party 
not in default shall appoint a Referee for the default¬ 
ing party, and the said two Referees shall select a 
third Referee as aforesaid, and their decision, or that 
of a majority of them, shall be final and conclusive 
upon the said parties. 

Ninth .—That the second party shall and will at 
the expiration of the said term of nine hundred and 


106 Exhibit A—Lease No. 1, Phila. and Darby 

ninety-nine (999) years, or other sooner termination 
of this lease, re-deliver and surrender up to the first 
party, their successors and assigns, said demised Rail¬ 
road and property, in at least as good order and con¬ 
dition as the same now are, and with such additions, 
betterments, and improvements as shall have been 
made thereto, and all corporate rights and franchises. 

And Whereas, The party of the first part have 
granted and conveyed in fee simple, and subject as 
aforesaid, the said lot of ground hereinbefore de¬ 
scribed, by Deed of even date herewith, to the second 
party, it is hereby further stipulated and agreed that, 
in the event of the failure or omission on the part of 
the second party to pay, do and perform the payments, 
acts and agreements hereinbefore contained on the 
part of the second party, to be paid and performed, 
whereby this lease and agreement shall become deter¬ 
mined, ended and void, as provided in Article 7tli 
hereof, then and in such case for and as part of the 
damage sustained by the first party by reason thereof, 
there shall be paid to the first party, their successors 
and assigns, an amount equal to the fair market value 
of the said lot of ground at the time of such failure or 
omission, which value shall be then ascertained by Ref¬ 
erees, to be selected as provided in Article 8th, charg¬ 
ing said lot of ground with the principal of the ground 
rent, and a fair and equitable proportion of the amount 
of the said one hundred thousand dollars ($100,000), 
of Bonds secured by mortgage as aforesaid. 

In Witness Whereof, the said parties hereto have 
caused their respective Corporate seals to be hereto 
affixed, and the same to be attested by the signatures 


Exhibit A—Lease No. 1, Phila. and Darby 107 


of their respective Presidents and Secretaries, the day 
and year first above written. 

Philadelphia and Darby Railroad Company. 

S. GROSS FRY, 

President. 


Attest, 

J. P. McFadden, 
.[.seal] Secretary. 


Philadelphia City Passenger Railway Company. 

C. GOLKET, 

President. 


Attest, 

Wm. W. Colket, 
[seal] Secretary. 

Signed, sealed and delivered 
in presence of 

Wm. H. Kemble. 

Wm. W. Dougherty. 


108 ExJi. A—Lease No. 2, Phila. City Pass. Ry. Co. 
LEASE NO. 2. 


Philadelphia City Passenger Railway Company. 

This Indenture, Made the 31st day of December, 
one thousand eight hundred and eighty-three, by and 
between The Philadelphia City Passenger Railway 
Company, of the first part, and The West Philadelphia 
Passenger Railway Company, of the second part, Wit- 
nesseth, That for and in consideration of the covenants 
and agreements of the party of the second part, here¬ 
inafter contained, and of the sum of one dollar ($1) to 
it in hand paid by the party of the second part, the 
receipt whereof is hereby acknowledged, the party of 
the first part doth hereby let and demise to the party 
of the second part, its successors and assigns, the en¬ 
tire railway of the party of the first part, as the same 
is now located and constructed, or as the same may be 
hereafter located and constructed, in pursuance of any 
and every lawful authority now existing, or which may 
hereafter exist, together with all its right, title and 
interest in and to the railroad, property, and franchises 
of the Philadelphia and Darby Railroad Company, 
derived under a certain indenture of lease executed to 
the party hereto of the first part by the last-named 
company and bearing date the nineteenth day of Feb¬ 
ruary, one thousand eight hundred and seventy (so 
far as the same can or may lawfully be demised by 
the party of the first part), and together with all the 
branches, extensions, sidings, turnouts, tracks, rights 
of way, lands, machinery, fixtures, depots, stables, 
shops, stations, buildings, structures, improvements, 
appurtenances, tenements and hereditaments of what¬ 
ever kind or description, and wherever situate, now 
held or owned by the party of the first part, or which 
at any time hereafter, during the term of this demise, 
may be acquired by the party of the first part, pro- 



Exh. A—Lease No. 2, Phila. City Pass. Ry. Co. 109 

vided that such after-acquired property shall be ac¬ 
quired for some purpose incident to or connected with 
the maintenance, operation, construction or extension 
of the aforesaid railways and their appurtenances; 
also, all the horses, cars and other rolling stock, tools, 
implements, machines, harness, equipment, stable fur¬ 
niture, and such like personal property generally, of 
every kind and description, belonging to the party of 
the first part, and in use, or intended or adapted for 
use, upon or about the railroad and premises demised, 
or the business thereof; also, all the rights, powers, 
franchises and privileges which may now or at any 
time hereafter, during the aforesaid term, be lawfully 
exercised or enjoyed in or about the use, management, 
maintenance, renewal, extension, or improvement of 
the railways and appurtenances above demised: 

To Have and to Hold The premises thus leased 
and demised as aforesaid unto the party of the second 
part, its successors and assigns, for the full term of 
nine hundred years beginning with the first day of J an- 
uary, A. D. one thousand eight hundred and eighty- 
four: And, in consideration of the premises, the par¬ 
ties hereto do hereby covenant and agree as follows,— 
each party covenanting for itself, its successors and 
assigns, with the other, its successors and assigns:— 

First .—That the party of the second part shall 
and will, in addition to the payments hereinafter pro¬ 
vided for, pay to the party of the first part as rent of 
the premises hereby demised, for the first four years 
of the term hereby created, the yearly rent or sum of 
one hundred and thirty thousand dollars ($130,000), 
for the next two years (to wit, the years one thousand 
eight hundred and eighty-eight and one thousand eight 
hundred and eighty-nine) the yearly sum of one hun¬ 
dred and forty thousand dollars ($140,000), and there- 


110 Exh. A—Lease No. 2, Pliila. City Pass. Ry. Co. 

after the yearly sum of one hundred and fifty thousand 
dollars ($150,000), in lawful money of the United 
States of America, in equal half-yearly payments, on 
the first day of July and January, in each year, the 
first payment to be made on the first day of July, A. D. 
one thousand eight hundred and eighty-four. 

Second .—That the party of the second part shall 
also pay to the party of the first part the yearly sum 
of two thousand five hundred dollars ($2500), like 
lawful money of the United States, in equal half-yearly 
payments of one thousand two hundred and fifty dol¬ 
lars ($1250), on the days aforesaid; for the purpose 
of defraying the expenses of maintaining the corporate 
organization of the party of the first part, and shall 
also pay all the expenses of the registration of the 
stock of the party of the first part by such corporation 
as may be designated for the purpose by the party of 
the first part. 

Third .—That the party of the second part shall, 
moreover, during the term hereby demised, make each 
and every payment, and fully and punctually perform, 
keep and observe every covenant, stipulation and con¬ 
dition to be made, performed, kept or observed by the 
party hereto of the first part as party to the aforesaid 
indenture of February nineteenth, one thousand eight 
hundred and seventy, and shall and will, from time to 
time and at all times during the said term, indemnify 
and save harmless the party hereto of the first part 
against and from all claims, demands and liabilities to 
which it may in anywise be subject, under or on ac¬ 
count of the said lease, or anything therein contained; 
it being also understood and agreed that as to all pay¬ 
ments heretofore made by the party of the first part 
as party to the aforesaid indenture, or which may 
hereafter become payable thereunder, the same shall, 


Exit. A—Lease No. 2 , Phila. Cifz/ Pass. Ry. Co. Ill 

if properly apportionable as periodical payments with 
reference to the date of the beginning of the term 
hereby demised, be so apportioned between the parties 
hereto. 

Fourth .—That the party of the second part shall 
and will, during the continuance of the term hereby 
demised, assume the payment of, and punctually and 
faithfully pay, all taxes, charges or assessments for 
which the party of the first part would otherwise be in 
anywise liable or chargeable on account of its cor¬ 
porate existence, its franchises, property, present cap¬ 
ital stock of one million dollars, at the par value 
thereof, receipts under this lease, or dividends or pay¬ 
ments made from such receipts: Provided, however, 
That to the extent to which the tax on capital stock 
may be increased by reason of the declaration of any 
dividend or part of dividend not referable to the re¬ 
ceipts of the party of the first part under this lease, 
the party of the second part shall be relieved from the 
payment of the said tax: And provided further, That 
the party of the second part shall not be liable to pay 
any sum of money under this covenant which shall 
hereafter be levied or assessed upon any shareholder 
or loanholder of the party of the first part, by way of 
a tax upon his, her, or its income or loan holdings, 
although such assessment may be ordered to be paid 
or deducted in the first instance by the party of the 
first part: And provided further, That the party of 
the second part shall be liable for such part only of any 
tax as aforesaid payable next after the beginning of 
the term hereby demised, as shall be properly appor¬ 
tionable to so much of the period during which the said 
tax accrued as shall have intervened since the begin¬ 
ning of the term hereby demised. 

Fifth .—That the party of the second part shall 
and will (subject, where the occasion may require, to 


112 Exh. A—Lease No. 2, Phila. City Pass. Ry. Co. 

the apportionment last hereinbefore provided for) 
punctually and faithfully pay all taxes, charges, levies, 
license-fees, claims, liens and assessments of any and 
every kind, which during the continuance of the terms 
hereby demised shall, in pursuance of any lawful au¬ 
thority, be assessed or imposed on the demised prem¬ 
ises and property, or any part thereof, or upon the 
business there carried on, or the receipts, gross or net, 
therefrom, or if heretofore so assessed or imposed, 
then so much thereof as may be fairly apportioned to 
the period of time ensuing after the beginning of the 
term hereby demised. 

Sixth .—That the party of the second part shall 
and will, during the continuance of the hereby demised 
term, pay ( a) the annual ground rent, the principal 
whereof is thirty-five thousand dollars ($35,000) (paj- 
able March first and September first), now charged on 
real estate hereinbefore demised; and also, (b) the 
semi-annual interest, at the rate of five per cent, per 
annum (payable January first and July first), upon the 
mortgage bonds of the party of the first part, amount¬ 
ing to two hundred thousand dollars, due January first, 
one thousand nine hundred and ten, ( c ) the semi-annual 
interest at the late of seven per cent, per annum (pay¬ 
able March first and September first), upon the deben¬ 
ture registered bonds of the party of the first part, 
amounting to one hundred thousand dollars, due March 
first, one thousand eight hundred and ninety-five, and 
(d) the semi-annual interest, at the rate of seven per 
cent, per annum (payable May first and November 
first), upon the mortgage bonds of the Philadelphia 
and Darby Bailroad Company, amounting to one hun¬ 
dred thousand dollars, due May first, one thousand 
eight hundred and eighty-seven, when and as the same 
shall respectively become due and payable (to which 
last-mentioned mortgage bonds of the Philadelphia and 


Exh. A—Lease No. 2, Phila. City Pass. Ry. Co. 113 

Darby Railroad Company, the covenant of the party of 
the second part hereinbefore contained, and numbered 
“third,” is also applicable), together with the taxes 
payable by the party of the first part on the principal 
or interest of the said issues of bonds respectively, ac¬ 
cording to the terms thereof; It being understood and 
agreed, however, That the party of the first part is to 
pay to the party of the second part so much of the said 
ground-rent and interest on the aforesaid classes of 
bonds as shall have accrued between the date when the 
last semi-annual payment thereof become due and the 
first day of January, one thousand eight hundred and 
eighty-four; And it being also understood and ex¬ 
pressly agreed That the aforesaid covenant of the party 
of the second part to pay interest, shall extend and ap¬ 
ply to the payment of interest hereafter becoming pay¬ 
able upon any indebtedness representing by extension, 
renewal, or replacement the indebtedness now existing 
under the aforesaid three series of bonds or any of 
them, and to the payment of any taxes thereon which 
may be assumed by the party of the first part as here¬ 
inafter provided. 

Seventh .—That the party of the second part shall 
and will also provide for the renewal, extension or pay¬ 
ment of the principal indebtedness represented by each 
of the aforesaid three series of bonds, the interest ou 
which the party of the second part has hereinbefore 
covenanted to pay, when and as such principal indebt¬ 
edness shall from time to time become due, and shall 
indemnify and save harmless the party of the first part 
against and from all payments, liabilities, costs, dam¬ 
ages and expenses in the premises: the party of the 
first part hereby agreeing, however, that it shall and 
will (at the expense of the party of the second part) do 
and perform any and every corporate act, and execute 
any and every corporate deed, obligation or agreement 


114 Exh. A—Lease No. 2 , Phila. City Pass. Ry. Co. 

which the party of the second part may reasonably 
require for the purpose of enabling the party of the 
second part to secure the extension, renewal or re¬ 
placement of said principal indebtedness, or any part 
thereof, as the same shall from time to time become 
due: Provided, however, That nothing herein contained 
shall be construed as requiring the party of the first 
part to extend, renew, assume or incur any liability for 
a principal indebtedness, represented by its aforesaid 
mortgage bonds falling due January 1st, 1910, and its 
aforesaid debenture registered bonds, falling due 
March 1st, 1895, in excess of the aggregate amount of 
the said last-mentioned indebtedness, as it now exists, 
viz., the amount of three hundred thousand dollars— 
nor as requiring the party of the first part to assume or 
incur any liability for interest upon such extended, re¬ 
newed or replaced indebtedness in excess of the annual 
interest now payable thereon, viz., the annual sum of 
seventeen thousand dollars—nor as requiring the party 
of the first part to extend, renew, assume, or incur in 
relief of creditors any liability as to taxes on either 
principal or interest of said indebtedness, greater either 
as to the amount of the indebtedness to which it may 
apply or as to the character of the obligation that 
now exists, nor as requiring the party of the first part 
to enter or assume any different liability with regard 
to the principal indebtedness now represented by the 
aforesaid mortgage bonds of the Philadelphia and 
Darby Railroad Company, when the same shall be ex¬ 
tended, renewed or replaced, than that which now ex¬ 
ists by virtue of the covenants contained in the afore¬ 
said indenture of lease from the said last-named com¬ 
pany, bearing date the nineteenth day of February, A. 
D. one thousand eight hundred and seventy, nor any 
liability whatever for a greater amount of principal 
than the present principal of one hundred thousand 
dollars ($100,000), or for a greater rate of interest 


Exh. A—Lease No. 2, Pliila. City Pass. Ry. Co. 115 

thereon than the present rate of interest, viz., seven per 
cent.; it being also understood and expressly agreed 
that if the party of the first part, at the request of the 
party of the second part, shall for the purpose of pro¬ 
viding for the extension, renewal or replacement from 
time to time of the indebtedness now represented by 
the aforesaid issues of bonds of the party of the first 
part, and the indebtedness now represented by the 
aforesaid issue of the bonds of the Philadelphia and 
Darby Railroad Company, execute any mortgage of the 
railways, corporate property and franchises hereby de¬ 
mised, such mortgage shall have priority of lien and 
precedence over this indenture of lease: Provided, 
however, That the party of the first part shall not be re¬ 
quired to execute any bond, obligation, mortgage or 
other instrument, which shall to any extent or in any 
manner be an acknowledgment or evidence of a redupli¬ 
cation or increase of its existing indebtedness, except 
only where the process of converting existing indebt¬ 
edness into a new form of indebtedness may tempora¬ 
rily require an apparent but not real increase of indebt¬ 
edness, as for instance, where a new series of bonds or 
a new mortgage may be required to produce the means 
for paying or selling, by way of exchange, a then ex¬ 
isting series of bonds or a then existing mortgage; but 
in every such case the party of the second part shall 
furnish the party of the first part full and ample se¬ 
curity against its being made subject to any actual re¬ 
duplication or increase of its indebtedness. 

Eighth .—That the party of the second part shall 
and will, during the continuance of the hereby demised 
term, keep and maintain the said demised railways and 
appurtenances, buildings, structures and fixtures in 
good order and repair; keep in public use, manage and 
efficiently operate with a full equipment the said rail¬ 
ways, use every reasonable effort to maintain and in- 


116 Exh. A—Lease No. 2, Phila. City Pass. Ry. Co. 

crease their business and the revenue therefrom; per¬ 
form and discharge any and every obligation of the 
party of the first part as to the repairing or paving of 
streets, or as to any matter connected with the main¬ 
tenance or use of the railways or the exercise of the 
rights and privileges hereby demised; from time to 
time and at all times indemnify and save harmless the 
said party of the first part from all liabilities, damages, 
claims, and suits by reason of anything done or 
omitted by the party of the second part in the prem¬ 
ises; and at the expiration or other determination of 
the hereby demised term, surrender the said railways 
and premises in the same good order and condition as 
they now are; it being understood and agreed, how¬ 
ever, that all policies of perpetual insurance now held 
by the party of the first part on any building 
or structure hereby demised, shall continue to be held 
by the party of the first part, and that all sums re¬ 
ceived by the party of the first part under such policies, 
or any of them, shall be appropriate to restoring or re¬ 
placing the buildings or structures for the loss of or 
damage to which the said sums were paid. It being- 
further understood and agreed that the party of the 
second part shall, at its own expense, keep the build¬ 
ings and personal property hereby demised, and any 
buildings or personal property that may be used to re¬ 
place the same (except so far as covered by the policies 
of perpetual insurance hereinbefore referred to), in¬ 
sured to at least such proportionate extent as it shall 
keep insured its own buildings and personal property 
of like character; and that in the event of loss or dam¬ 
age by fire the amount of insurance money recovered 
shall be applied to the replacement or restoration of 
the property destroyed or injured. 

Ninth .—That a full and correct description, in¬ 
ventory and appraisement of the cars and other rolling 
stock hereby demised shall be made and signed in dup- 


Exh. A—Lease No. 2 , Phila. City Pass. Ry. Co. 117 

licate by three persons—one to be selected by each of 
the parties hereto, and the third by the two thus se¬ 
lected—and a duplicate of the said inventory and ap¬ 
praisement shall be delivered to each of the parties 
thereto, after having been identified by signatures of 
the presidents of the parties hereto; that each car or 
other article enumerated in the said inventory shall by 
the party of the second part be either kept in good con¬ 
dition and repair or be replaced from time to time by 
another car or similar article, as the case may be, 
equal in value to the appraised value as aforesaid of 
the original; that each car or other article from time to 
time substituted shall become and be the property of 
and is hereby assigned and transferred to the party of 
the first part, subject, however, to the rights of the 
party of the second part as lessee thereof, and to all 
the conditions of this lease; that written notice of such 
substitution and a written description of the substi¬ 
tuted article shall be at once given to the party of the 
first part by the party of the second part, and that upon 
the expiration or sooner determination of the term 
hereby demised, the said property, whether consisting 
of original or substituted items, shall revert to and 
may at once be taken possession of by the party of the 
first part, and if their aggregate value shall 
not be equal to the aggregate value of the original 
items according to the appraisement hereinbefore pro¬ 
vided for, the deficiency in such value shall at once be 
paid by the party of the second part to the party of the 
first part. 

Tenth .—That a full and correct inventory and ap¬ 
praisement of all the horses, tools, implements, ma¬ 
chinery, harness, equipment, stable furniture and such 
like personal property hereby demised or intended so 
to be, shall be made in duplicate by three persons, to 
be appointed as aforesaid; that a duplicate original of 


118 Exh. A—Lease No. 2, Phila. City Pass. By. Co. 

the same shall be delivered to each of the parties 
hereto, after having been identified by the signatures 
of the presidents of the parties hereto, and that at the 
expiration or sooner determination of the term hereby 
demised the party of the second part shall immedi¬ 
ately deliver to the party of the first part so much of 
the said inventoried property as shall then be in good 
condition and fit for use, pay in money for any depreci¬ 
ation thereof below the value placed thereon by the 
said appraisement, and shall, in place of that which has 
been worn out or destroyed or become unfit for use, de¬ 
liver other property of like kind and equal in value, 
according to the said appraisement, to that which has 
been worn out or destroyed or rendered unfit for use, 
and to the extent that the party of the second part shall 
fail to comply promptly and fully with its covenant 
in this respect it shall be liable to an action for dam¬ 
ages by the party of the first part, in which action the 
loss to tlie party of the first part resulting from its 
being prevented from resuming its business as a rail¬ 
way company as speedily and to the same extent as it 
would have been able to resume the same, if the party 
of the second part had complied with its covenant, 
shall be an element of damage, the parties hereto ex¬ 
pressly agreeing that the said covenant was entered 
into with a clear understanding that its object was to 
enable the party of the first part to resume its said 
business, immediately upon the expiration or sooner 
determination of the lease hereby demised. 

Eleventh .—That the party of the first part shall 
and will, during the term hereby demised, maintain its 
corporate existence and organization; and at all times, 
and from time to time during the said term, when re¬ 
quested by the party of the second part, its successors 
or assigns, shall and will put in force and exercise each 
and every corporate power, and do each and every cor- 


Exh. A—Lease No. 2 , Phila. City Pass. Ry. Co. 119 

porate act, which the party of the first part mighty 
now, or may at any time hereafter, lawfully put in 
force or exercise, to enable the party of the second part 
to enjoy, avail itself of and exercise, every right, fran¬ 
chise and privilege in respect to the use, management, 
maintenance, renewal, extension or improvement of the 
premises hereby demised, or intended so to be, or the 
business to be there carried on,—the party of the sec¬ 
ond part agreeing to indemnify and save harmless the 
party of the first part against all expense, loss, dam¬ 
age or liability for such exercise of corporate powers, 
or performance of corporate acts, when exercised or 
done at the request of the party of the second part. 

Twelfth .—That the said party of the second part, 
its successors and assigns, keeping and performing the 
covenants herein contained, on its and their part to be 
kept and performed, shall and may at all times, and 
from time to time, peaceably and quietly have, hold, use 
and enjoy the demised premises and every part and 
parcel thereof, with the appurtenances, without any 
manner of let, suit, trouble or hindrance from the party 
of the first part, its successors and assigns; and the 
said party of the first part shall and will at any time 
hereafter execute and deliver such further assurances 
as may be reasonably required, for fully effectuating 
the objects and purposes of this indenture, and the 
more fully securing unto the party of the second part 
all the rights and privileges hereinbefore mentioned 
and granted, or intended so to be. 

Thirteenth .—The party of the first part hereby 
covenants that the premises hereby demised are abso¬ 
lutely free and clear from any and every charge, lien 
or incumbrance whatever, except a mortgage to secure 
a loan, of which the sum of two hundred thousand dol¬ 
lars ($200,000) now remains due and unpaid, a 
ground-rent, the principal whereof is thirty-five thou- 


120 Exh. A—Lease No. 2, Phila. City Pass. Ry. Co. 

sand dollars ($35,000), and a mortgage to secure bonds 
of the Philadelphia and Darby Railroad Company, 
amounting to one hundred thousand dollars. 

Fourteenth .—That if the party of the second part 
shall make default in the payment of the rent hereby 
reserved, or in the performance of any of the covenants 
herein contained to be performed by it, for a period of 
six months, it shall and may be lawful for the party 
of the first part to declare this lease forfeited and at 
an end, and to re-enter upon and repossess the whole 
of the demised premises as of its first and former 
estate; but such re-entry and repossession shall not 
relieve the party of the second part from liability to 
the party of the first part, its successors or assigns, 
for all arrears of rent due and unpaid at the time, and 
for all damages resulting from the breach or breaches 
of covenant by the party of the second part. 

It being f urther agreed, That the said party of the 
second part may at all times during the continuance of 
the term hereby created, at its own expense and risk, 
make such additions to and extensions of the tracks 
and roadway of the said party of the first part, and 
such purchases of real estate and erections thereon as 
it may see fit as lessee of the property and corporate 
franchises of the party of the first part (which fran¬ 
chises the party of the first part shall exercise as here¬ 
inbefore provided), and that in case there shall be a 
forfeiture of this lease by virtue of any default on the 
part of the party of the second part, as hereinbefore 
provided, then such additions, extensions, real estate 
and erections so made or acquired, by virtue of the 
exercise of the franchises of the party of the first part 
shall, upon such forfeiture, enure to the benefit of and 
become the property of the party of the first part, and 
the party of the second part shall forthwith execute 
and deliver such deeds and conveyances therefor as 


Exit. A—Lease No. 2, Phila. City Pass. Ry. Co. 121 

may be required by the said party of the first part; it 
being understood , however, that at the expiration or 
earlier determination of the term hereby created, for 
any cause other than the default of the party of the 
second part in the performance of its covenants herein 
entered into, then as to such of the said additions, ex¬ 
tensions, real estate, and erections which the party 
of the first part shall not within thirty days thereafter 
express in writing its desire to acquire, the same shall 
become the absolute property of the party of the sec¬ 
ond part, and shall, within sixty days after such ex¬ 
piration or determination, be removed by the party of 
the second part from the demised premises, if capable 
of such removal: Provided, however, That after such 
removal the property of the party of the first part 
shall be left in as good condition as it was prior to the 
execution of this lease; and it being further understood 
and agreed that in the event of such expiration or de¬ 
termination without default by the party of the second 
part, then as to such of the said additions, extensions, 
real estate and erections as the said party of the first 
part, within the said period of thirty days, shall ex¬ 
press in writing its desire to acquire, the same shall be 
valued by three appraisers, or a majority thereof, to 
be appointed in the manner immediately hereinafter 
set forth, whose appraisement shall be final. The said 
appraisers shall be appointed within fifteen days after 
the expression by the party of the first part, of its de- 
sire to acquire such property. The parties hereto shall 
each appoint one appraiser, and the two thus ap¬ 
pointed, shall nominate the third. In the event of the 
failure of either of the parties hereto to nominate an 
appraiser on its behalf within the said fifteen days, the 
other party shall be at liberty to appoint both ap¬ 
praisers, whose decision shall be final. In case of a fail¬ 
ure of the two appraisers to agree upon the appoint¬ 
ment of a third for fifteen days after their appoint- 


122 Exh. A—Lease No. 2 , Phila. City Pass. Ry. Co. 

ment, then it is agreed that the Chief Justice of 
the Supreme Court of Pennsylvania may appoint such 
third appraiser, who shall act as though ap¬ 
pointed by the two first chosen. And upon the pay¬ 
ment by the party of the first part of the sum deter¬ 
mined by the appraisers, it shall become the owner of 
the property so appraised, and the party of the second 
part shall execute all such deeds and conveyances there¬ 
for, as may reasonably be required. 

In Witness Whereof, The parties hereto have 
caused their corporate seals, duly attested by the sig¬ 
natures of their respective presidents and secretaries, 
to be hereunto affixed, the day and year first aforesaid. 

WM. W. COLKET, [seal] 

Pres. 

Attest: 

Frank P. Leech, 

Sect’y. 

PETER A. B. WIDENER, [seal] 

Prest. 

Attest: 

D. W. Dickson, 

Sect’y. 

Sealed and delivered in the 
presence of us: 

Frank P. Leech, 

D. W. Dickson. 


Exhibit A—Lease No. 3, W. Phila. Pass. Ry. Co. 123 
LEASE NO. 3. 


Contract between Philadelphia Traction Company 

and West Philadelphia Passenger Railway 

Company - . 

This Agreement made this Thirtieth day of April, 
A. D. 1884, between Philadelphia Traction Company of 
the First Part, and the West Philadelphia Passenger 
Railway Company of the Second Part. 

Whereas the said Traction Company is authorized 
to construct, maintain and operate motors and cables 
and the necessary apparatus and mechanical fixtures 
for applying and operating the same, for the traction 
of the cars of Passenger Railway Companies, with the 
consent of the latter, and to enter into contracts with 
such Companies for such construction, maintenance and 
operation. 

And Whereas the said R ailway Company is author¬ 
ized to lay out and construct a passenger railway on 
certain of the streets of the City of Philadelphia and 
to carry passengers over the same at such rate of toll 
as may by it be established, and is also the lessee of 
certain other railways. 

And Whereas the said Railway Company is desir¬ 
ous of providing for the traction of its cars and those 
of the railways leased to it, by said cables, motors and 
apparatus but is without the facilities for constructing 
and operating said machinery. 

And Whereas it has requested the said Traction 
Company to provide for it the appliances necessary 
for such traction and to operate the same. 


124 Exhibit A—Lease No. 3, W. Phila. Pass. By. Co. 

And Whereas the said Traction Company has 
agreed to comply with said request upon the terms 
and conditions hereinafter set forth, it being under¬ 
stood that a part shall be cabled at once and the residue 
as soon as practicable thereafter and that to insure 
the proper operation of the cabled portion the whole 
line must be put in exclusive charge of the Traction 
Company. 

Now this Agreement Witnesseth , that the parties 
hereto in consideration of mutual promises and of the 
sum of One Dollar by each to the other respectively 
paid, do covenant, promise and agree to and with each 
other as follows: Each binding itself its successors 
and assigns to the other its successors and assigns it 
being intended that the benefits of all covenants shall 
inure to successors and assigns as well as to the orig¬ 
inal parties, and that performance shall be permitted 
by successors and assigns, as well as by the original 
parties. 

1. This Agreement is to continue for the full space 
and term of 999 years and during said term shall bind 
the parties without any right in either Company to 
revoke the same without the written consent of the 
other. Each agrees not to revoke the same or to do 
anything prejudicial to or interfering with the execu¬ 
tion thereof. 

2. The Traction Company will forthwith, with all 
reasonable speed, lay and construct sufficient cables 
motors and necessary apparatus to provide for the 
traction of the cars, of the Railway Company along its 
Railway on Market Street from the River Delaware to 
42nd Street by cable motors. It will also fully equip 
the same using the present equipments or its proceeds 
or both as far as may be convenient: It must keep an 


Exhibit A—Lease No. 3, W. Phila. Pass. Ry. Co. 125 

accurate account of its expenditures in and about said 
work, which it agrees to do with all possible economy 
charging therefor the actual cost only. The account 
shall be settled by the Boards of Managers of the two 
Companies or by such person as they shall nominate 
for the purpose. In case of dispute or misunderstand¬ 
ing concerning the accuracy and truthfulness of the 
accounts the same shall be conclusively determined and 
ended by the vote of the majority of the Arbitrators 
whose appointment is hereafter provided for. 

The Railway Company will execute and deliver 
its bonds in suitable denominations secured by a mort¬ 
gage of its franchises and property sufficient to pay all 
amounts which shall be expended by the Traction Com¬ 
pany in such construction. The proceeds of the sales 
of these bonds made as work progresses shall be paid 
over to the Traction Company in payment therefor. 
Such payments shall continue until the whole indebted¬ 
ness to it shall be fully liquidated. Such bonds and 
mortgages as they fall due shall be renewed and the 
Railway Company will exercise all its franchises neces¬ 
sary to permit the valid execution and delivery of said 
bonds and mortgages and all renewals thereof and of 
existing bonds and mortgages. 

3. The Traction Company hereafter shall act as 
operator of the cars of the Railway Company. As such 
operator under the control of the latter exercisable 
however only so far as it shall be necessary to compel 
the faithful exercise of its duty to carry passengers 
and the performance of this contract it shall provide 
for the traction of such passengers along the Railway 
and Railways owned and now leased by said Railway 
Company constructed and to be constructed by cables 
and motors and by such other means and appliances as 
shall be lawful and shall construct maintain and oper¬ 
ate the cars necessary for such traction. 


126 Exhibit A—Lease No. 3, W. Phila. Pass. By. Co. 

4. The Traction Company shall hereafter con¬ 
struct, maintain and operate such cable motors and 
apparatus with necessary equipments as shall be re¬ 
quired for the traction of Railway Company’s cars 
along such other parts of its Railways owned by or 
leased, to it as shall be mutually agreed upon from time 
to time hereafter. It being understood that such addi¬ 
tional construction shall only be made with the assent 
of both of the parties. The same shall be constructed 
and paid for in the manner heretofore provided for in 
the case of the portion of Railways between 42nd 
Street and the River Delaware. 

5. The Traction Company will hereafter supply at 
its own cost and charge such cars harness and horses 
as shall be necessary in addition to those now owned 
by the Railway Company to perform in a proper man¬ 
ner the duty of transportation incumbent upon the 
latter. The same thus supplied shall be the property 
of the Traction Company. 

6. The cables, motors and necessary apparatus, 
after they have been constructed in the manner hereto¬ 
fore provided for, and all cars horses and harness shall 
be kept and maintained in their present condition at the 
expense of the Traction Company. The Railway now 
constructed shall be kept in its present condition at 
the cost and charge of the said Traction Company 
which shall also at its cost and charge do whatever said 
Railway Company is bound to do in the way of repairs 
to the Streets upon which said Railways are or shall 
be constructed. 

7. Betterments shall hereafter be made and con¬ 
structed by the Traction Company as the same shall 
be agreed upon hereafter by the parties hereto. The 
cost of the same shall be paid to the Traction Company 
in the way and manner heretofore provided in the 


Exhibit A—Lease No. 3, W. Phila. Pass. Ry. Co. 127 

case of construction of cables and motors. Within the 
term “betterments” shall be comprised all construction 
other than replacements such as extension of Railways, 
new buildings, and alterations and improvements of 
existing Railways and buildings. 

8. All mules horses and live stock, cars wagons 
vehicles harness equipments furniture fixtures tool and 
appliances hay feed etc., and generally all the personal 
property of every sort and kind now belonging to the 
Railway Company shall be appraised by two appraisers 
to be appointed, one by each of the parties hereto, and 
in case of dispute by three appraisers, a, third being 
appointed by the two first appointed (it being under¬ 
stood however that as to the supplies for consumption) 
the same shall be taken as of the quantity and value 
stated in the Inventory dated 31st December, 1883. 
The same shall be forthwith delivered to the Traction 
Company which shall be hereafter at liberty to use 
the same (or their proceeds) without charge in oper¬ 
ating the said Railway. In case of the termination of 
this Contract for any cause the Traction Company 
shall pay to the Railway Company the amount of said 
appraisement with interest only from the time of such 
termination. 

Provided however, That a, credit shall be allowed 
to it for such part of said amount as shall have been 
expended in betterments or new construction and for 
the value to be ascertained by a like appraisement of 
like articles furnished by said Traction Company which 
shall be in use upon said Railway at the time of such 
termination. In case of dispute the decision of a ma¬ 
jority of such appraisers shall be final. If either party 
after ten days’ notice in writing shall fail to appoint 
an appraiser the one appointed by the other shall act 
with all the powers herein conferred upon the three. 


128 Exhibit A—Lease No. 3, W. Phila. Pass. Ry. Co. 

9. The Traction of cars and all work incidental 
thereto shall be exclusively done by and at the cost and 
charge of the said Traction Company, who shall em¬ 
ploy and discharge and pay the wages of all necessary 
employees who shall be under its control and manage¬ 
ment. The Traction Company will maintain the cars 
rolling stock tools and appliances of said Railway 
Company in a first class order and will manage and 
effectually operate said Railways with a full proper 
and efficient equipment and with skillful and compe¬ 
tent employees so that in case of termination of this 
contract said Railways may at once be turned over in 
good running order and in the present state of efficiency 
and repair. Said Company shall have such exclusive 
charge and control of the property (other than cash 
on hand upon the 1st day of January 1884, open book 
accounts, bills receivable, and securities for money) 
real, and personal, of the Railway Company, including 
the branches extensions sidings turnouts tracks rights 
of way lands machinery fixtures depots stables shops 
stations buildings structures improvements tenements 
and hereditaments now acquired and hereafter acquired 
also all horses cars rolling stock tools implements ma¬ 
chines harness equipments stable furniture etc. etc., 
and all its rights powers and privileges during the 
term of this contract as shall enable it to perform its 
contract promptly and without molestation or hin¬ 
drance. The Traction Company shall effect and main¬ 
tain insurance to a proper amount upon the property 
over which it thus assumes control. 

10. The Railway Company shall be indemnified and 
saved harmless from all costs charges and expenses 
arising from the operation of its Railway and the run¬ 
ning of its cars. 


Exhibit A—Lease No. 3, W. Phila . Pass. By. Co. 129 

11. All executory contracts for work and supplies 
entered into on or after January 1st, 1884, shall be 
assumed by the Traction Company which shall be en¬ 
titled to the benefits thereof. All debts owing upon 
executed contracts or upon executory contracts par¬ 
tially performed on that day shall be paid by the Rail¬ 
way Company to the extent the same had been per¬ 
formed on said day. All judgments on that day entered 
or since, or which may be recovered hereafter, against 
the latter Company, for injuries to person or property, 
must be paid by it, if such injuries occurred prior to 
1st January, 1884. 

12. Modifications in the present rates of fares shall 
not be made by the Railway .Company without the writ¬ 
ten assent of the Traction Company. 

13. Within the term “ Railway /’ of the Railway 
Company is to be included all Railways now con¬ 
structed or hereafter to be constructed now owned or 
operated by it or which may be hereafter owned or 
operated by it and also all Railways now leased to it. 

Provided that the control of these Railways shall 
be assumed upon the terms of paying all liabilities 
therefor and of indemnifying said Railway Company 
against the same. The Traction Company shall be 
entitled to all the receipts from the operation of the 
Railway leased by the Philadelphia City Passenger 
Railway Company 31st Dec. 1883, since that date and 
shall pay all liability thereby assumed without appor¬ 
tionment. 

14. All the receipts of the operations of said Rail¬ 
way and its leased lines since the 1st day of January 
1884 shall be collectible by said Traction Company 


130 Exhibit A—Lease No. 3, W. Pliila. Pass. Ey. Co. 

without liability to account therefor. It shall pay 
thereout Seventy-five thousand five hundred dollars on 
the 1st day of July 1884 and semi-annually thereafter 
on the first days of January and July of each and 
every year it shall pay the semi-annual sums of Sev¬ 
enty-five thousand five hundred dollars. It shall also 
pay thereout the interest of all bonds and mortgages 
of the said Railway now existing and which may here¬ 
after be created in renewal and extension thereof and 
all which may hereafter be created for the betterments 
and new constructions heretofore provided for. It 
will also pay all taxes and water rents which may be 
assessed hereafter on said Railway Corporation and 
upon its real estate property franchises present Cap¬ 
ital Stock and Dividends thereon and earnings or busi¬ 
ness and as license fees saving only that it shall not 
be obliged to pay any income tax, and that any tax 
accruing next after this Agreement shall be appor¬ 
tioned so far as the term for which the same shall be 
payable shall have expired. The Traction Company 
guarantees that its said receipts shall be sufficient to 
pay without deduction for any cause said semi-annual 
sums and interest and to meet all the requirements of 
this Agreement. It shall promptly and punctually 
make good all deficiencies out of its own funds. It 
will further pay promptly and punctually as they ma¬ 
ture all liabilities assumed by the Railway Company 
as Lessees of other Roads under leases heretofore en¬ 
tered into, and will indemnify against all covenants 
and obligations entered into by existing leases. 

The residue of all receipts shall be held and appro¬ 
priated by said Traction Company for its own uses. 

15. The Railway Company shall renew and extend 
all bonds and mortgages at its own cost and expense 
or shall issue others in lieu thereof at or before ma- 


Exhibit A—Lease No. 3, W. Phila. Pass. Ry. Co. 131 

turity or shall pay the same. In case of such payment 
by it, interest at the then current rate shall be allowed 
to it. 

It shall and will, during the term of this contract, 
maintain its corporate existence and organization and 
at all times and from time to time during the said 
term when requested by the Traction Company its suc¬ 
cessors or assigns shall and will put in force and exer¬ 
cise each and every corporate power and do each and 
every corporate act which it might now or may at any 
time hereafter lawfully put in force or exercise to 
enable the Traction Company to enjoy and avail itself 
of and exercise every right franchise and privilege in 
respect to the use management maintenance renewal 
extension or improvement of the premises hereby de¬ 
scribed or intended so to be or the business to be there 
carried on—The Traction Company agreeing to indem¬ 
nify and save harmless against all expense loss damage 
or liability for such exercise of corporate power or 
performance of corporate acts when exercised or done 
at the request of the said Traction Company. 

16. The Railway Company will not interfere with 
molest or obstruct the Traction Company in the pos¬ 
session of or in the work of operating the said Rail¬ 
way excepting so far as shall be necessary to secure 
the faithful performance of this Contract. 

17. The Traction Company shall forfeit all rights 
and privileges if default shall be made for the space 
of six months in the payments stipulated to be made 
in Clause 14. 

In the event of the six months default occurring 
specified in Clause 17 hereof then this Agreement at 
the option of the Railway Company its successors and 
assigns to be signified by a Resolution of its Board of 


132 Exhibit A—Lease No. 3, W. Phila. Pass. Ry. Co . 

Directors notified in writing shall at once cease and 
determine and the said Railway Company its succes¬ 
sors and assigns shall be entitled to re-enter and take 
possession of the said Railroad and premises with the 
appurtenances and all additions and improvements 
thereon and shall and may demand all moneys then in 
arrear and unpaid. Upon such forfeiture the said 
Traction Company shall be released from all liability 
or liabilities accruing subsequently to the Railway 
Company’s re-entry and possession and payment of the 
sum specified in Clause 14 hereof; and it shall be com¬ 
petent for any Attorney of this State to appear on 
behalf of the said Traction Company for which this 
shall be a sufficient warrant and confess judgment 
against it in favor of the said Railway Company in the 
sums named in the said Clause 14 hereof, if the same 
shall not be paid within fifteen days after notice to 
the Traction Company of the passage of the Resolution 
signifying the option to determine this agreement as 
aforesaid. 

If any difference shall arise between them in rela¬ 
tion to the construction of this agreement or the due 
performance of any covenant (except those herein spe¬ 
cially provided for in the 17 Clause hereof) the said 
parties shall each select a person of skill and experi¬ 
ence in Railway management and these two shall select 
a third and the three so chosen shall hear and decide 
such difference and the award of a majority shall be 
final and conclusive upon both parties. In case either 
party shall fail to select a person for a period of ten 
days after a request in writing delivered to the Presi¬ 
dent, then the person appointed by the party not in 
default shall select a person for the defaulted party 
and those two shall proceed as herein provided in case 
of no default in the selection of arbitrators as afore¬ 
said. 


Exhibit A—Lease No. 3, W. Phila. Pass. By. Co. 133 

In Witness Whereof each of the parties hath 
caused its corporate seal to be hereto affixed and the 
same to be attested by the signatures of their respec¬ 
tive Presidents and Secretaries as of the day and year 
first hereinbefore written. 

Philadelphia Traction Co., 

By W. H. KEMBLE, 

President. 


Attest: 

Peter A. B. Widener, 

Secretary. 

West Philadelphia Pass. R. W. Co., 

By PETER A. B. WIDENER, 

President. 


Attest: 

D. W. Dickson, 

Secretary. 


Sealed and delivered in the 
presence of us: 

John G. Johnson, 
Sam’l R. Reed. 


134 Exhibit A—Lease No. 4 , Empire Pass. Ry. Co. 
LEASE NO. 4. 


Lease and Agreement. 

Between The Empire Passenger Railway Company of 
Philada. and The Citizens’ Passenger Railway 
Company of Philada. & The Seventeenth and 
Nineteenth Streets Passenger Railway Company 
of Philadelphia. 

Whereas The Empire Passenger Railway Com¬ 
pany of Philadelphia and The Citizens ’ Passenger 
Railway Company of Philadelphia and The Seven¬ 
teenth and Nineteenth Streets Passenger Railway Com¬ 
pany of Philadelphia have the right to connect the 
roads of said Companies with each other, and the said 
Companies in pursuance of the Act of Assembly in 
such case made and provided, and of every other power 
and authority them in that respect enabling have 
agreed that the railway and rights of the said The 
Empire Passenger Railway Company of Philadelphia 
shall be leased to The Citizens ’ Passenger Railway 
Company of Philadelphia and The Seventeenth and 
Nineteenth Streets Passenger Railway Company of 
Philadelphia, and shall be operated and held by the 
two last named Companies upon the terms and condi¬ 
tions hereinafter set forth: And Whereas The Empire 
Passenger Railway Company of Philadelphia by a 
Resolution adopted June Sixth (6) 1870 agreed to fur¬ 
nish one hundred thousand dollars of the Bonds author¬ 
ized to be issued by said Company to the said The 
Citizens ’ Passenger Railway Company of Philadelphia 
for the purpose of enabling the said The Citizens’ 
Passenger Railway Company to complete the building 
of the Railway on Twelfth Street, and for other neces¬ 
sary purposes the principal and interest on said bonds 


Exhibit A—Lease No. 4, Empire Pass. Ry. Co. 135 

to be guaranteed and paid by the said The Citizens’ 
Passenger Railway Company, which payment is to be 
made one of the conditions of a joint lease of the road 
on Twelfth Street and Sixteenth Street and the con¬ 
necting roads to the Citizens’ Passenger Railway Com¬ 
pany and The Seventeenth and Nineteenth Streets 
Passenger Railway Company. And Whereas The 
Empire Passenger Railway Company of Philadelphia 
by a resolution adopted June Sixth (6th) 1870 agreed 
to furnish One hundred thousand dollars of bonds to 
The Seventeenth and Nineteenth Streets Passenger 
Railway Company of Philadelphia, for the purpose of 
enabling said Seventeenth and Nineteenth Streets Pas¬ 
senger Railway Company to complete the building of 
the railway in Sixteenth Street and for other necessary 
purposes, the principal and interest on said bonds to 
be guaranteed and paid by the said Seventeenth and 
Nineteenth Streets Passenger Railway Company, 
which payment is to be made one of the conditions of 
a joint lease of said roads on Twelfth and Sixteenth 
Streets, and the connections to the said Seventeenth 
and Nineteenth Streets Road and The Citizens’ Pas¬ 
senger Railway Company. And Whereas The said 
The Citizens’ Passenger Railway Company of Phila¬ 
delphia having in pursuance of the Resolution of June 
Sixth (6th) 1870 received the said One hundred thou¬ 
sand dollars of bonds and used the proceeds thereof 
for the purpose of building said road on Twelfth Street 
and for other necessary purposes; and the said The 
Seventeenth and Nineteenth Streets Passenger Rail¬ 
way Company of Philadelphia having received the 
other One hundred thousand dollars of said bonds in 
pursuance of the Resolution of June Sixth (6th) 1870 
and used the proceeds thereof in completing the build¬ 
ing of the road on Sixteenth Street and for other nec¬ 
essary purposes. 


136 Exhibit A—Lease No. 4, Empire Pass. Ry. Co. 

Now this Indenture Made this day of 

December Anno Domini One thousand eight hundred 
and Seventy three (1873) by and between The Empire 
Passenger Railway Company of Philadelphia herein¬ 
after called the Party of the first part; The Citizens’ 
Passenger Railway Company of Philadelphia, herein¬ 
after called the Party of the second part; and The 
Seventeenth and Nineteenth Streets Passenger Rail¬ 
way Company of Philadelphia hereinafter called the 
Party of the third part. Witnesseth, That for and in 
consideration of the covenants and agreements of the 
Parties of the second and third parts hereinafter con¬ 
tained and of the sum of One dollar to the Party of 
the first part in hand paid by the Parties of the second 
and third parts the receipt whereof is hereby acknowl¬ 
edged, the Party of the first part doth hereby let and 
demise to the Parties of the Second and third parts, 
their Successor and assigns, the Railway on Twelfth 
and Sixteenth Streets and the connections thereof as 
now constructed, and all extensions of said road both 
northwardly and southwardly that may hereafter be 
made, with all the rights belonging to the Party of the 
first part to make connections with other roads both 
eastwardly and westwardly; together with all the 
rights, powers, franchises and privileges which may 
now or at any time hereafter during the term of Nine 
hundred and ninety-nine years from the date of this 
Lease and Agreement be lawfully exercised and en¬ 
joyed in or about the use, management, maintenance, 
renewal, extension, alteration or improvement of the 
Railway and appurtenances above demised. 

To Have and to Hold The premises then leased 
and demised as aforesaid unto the Parties of the sec¬ 
ond and third parts, their Successors and Assigns for 
the full term of Nine hundred and ninety-nine (999) 
years from the date of this Lease and Agreement. No 


Exhibit A—Lease No. 4, Empire Pass. Ry. Co. 137 

charge demand or claim to be made by the Party of 
the first part for the use and occupancy of the road 
by the Parties of the Second and third parts prior to 
the execution of this Lease and Agreement. The par¬ 
ties of the Second and third parts covenanting and 
agreeing with the Party of the first part, that the inter¬ 
est on the bonds received by them as aforesaid from 
the Party of the first part shall be paid by the Par¬ 
ties of the second and third parts, they hereby sepa¬ 
rately binding themselves, their Successors and As¬ 
signs to such payment during the period of such use 
and occupancy, that is to say, the Party of the second 
part binding themselves for the One hundred thousand 
dollars of bonds received by them and the Party of 
the third part for the like amount of bonds received 
by them. 

And it is further stipulated and agreed by and 
between the parties hereto— 

That when the Bonds of the first party secured by 
Mortgage as aforesaid and heretofore sold by the sec¬ 
ond and third Parties or those that may hereafter be 
sold by the second and third Parties become due, the 
second and third Parties shall and will provide for 
the principal of the same, either by their payment, or 
by the renewal or extension thereof from time to time 
by the issue of an equal amount of other Bonds bear¬ 
ing interest and payable in periods of not exceeding 
Thirty years after date, of like tenor and effect, se¬ 
cured by Mortgage or Mortgages on the hereby de¬ 
mised premises or as the same may be extended or 
improved; And any or all mortgages so given from 
time to time to secure such renewal or extension shall 
have a prior lien over, and take precedence of this 
Lease and Agreement, and the Second and third Par¬ 
ties covenant and agree to pay the interest as the 
same shall become due, on any such renewal or exten¬ 
sion bonds; and for the purpose of enabling the second 


138 Exhibit A—Lease No. 4, Empire Pass. Ry. Co. 

and third parties to effect such renewals or extensions, 
the first Party hereby make constitute and appoint the 
Second and third Parties, their Successors and As¬ 
signs irrevocably until the expiration of said term, 
their lawful Attorneys with full and ample power and 
authority to negotiate for renewals or extensions of 
said bonds or new loans, and in the corporate name of 
the said first Party from time to time to make and issue 
bonds therefor (but if necessary to the legality of 
said bonds for renewals or extensions or new loans, 
they shall be executed and signed by the proper offi¬ 
cers of said first Party) not to exceed Two hundred 
thousand dollars as aforesaid, the proceeds of which 
new loans shall be applied to the payment of the then 
existing Bonds, and full power and authority is hereby 
conferred and granted to said Second and third par¬ 
ties as said Attorneys, in the corporate name of and 
for and on behalf of the said first Party to execute, 
seal, sign and deliver from time to time, new Mort¬ 
gage or Mortgages to secure the payment of such bonds 
with the interest to accrue thereon, upon all or any 
part of the hereby demised Railroad property, real 
and personal, corporate rights and franchises of said 
first Party; And if any authority of law is needed to 
authorize such making and issue of bonds, and the 
Mortgage or Mortgages to secure the same, the first 
party bind themselves to aid in procuring such author¬ 
ity, and will accept the power if so conferred, and will, 
if needful for the execution of the same then make and 
constitute the second and third Parties, their Succes¬ 
sors and assigns, their Attorneys in like manner and 
with full power and authority to do all things required 
and necessary to renew or extend or make new loans, 
as may be authorized, and to the amount and in the 
manner hereinbefore mentioned, or if the Second and 
third Parties cannot in the opinion of Counsel learned 
in the law legally make, issue and execute said bonds 


Exhibit A—Lease No, 4, Empire Pass. Ry. Co. 139 

or mortgages or either, then the proper officers of the 
first Party shall and will make execute and deliver the 
same to the second and third Parties, their Successors 
and Assigns. 

Second .—The Parties of the second and third parts 
shall make a Statement on the first day of July Anno 
Domini 1874 and semi-annually thereafter to the Party 
of the first part, showing the gross amount of the re¬ 
ceipts from all the cars run upon the herein demised 
road during the preceding Six months; and if the re¬ 
ceipts for such period shall exceed the sum of Eighteen 
Dollars per day for each car, after first deducting from 
the gross sum, the semi-annual interest on the afore¬ 
said bonds, then such excess shall be paid over to the 
Party of the first part. Proitided however that if any 
extraordinary expense shall be incurred by the Parties 
of the Second and third parts in running the cars over 
the said demised road either by reason of an advance 
of more than ten per cent, on the present cost thereof, 
or by reason of damages to persons or property exceed¬ 
ing Two thousand dollars in any one period of six 
months then the Parties of the second and third parts 
shall also deduct such extra expenses before paying 
any excess to the party of the first part. 

Third .—The Parties of the second and third parts 
shall pay in equal shares to the Party of the first part 
the yearly sum of One hundred dollars in lawful money 
of the United States in semi-annual payments; the said 
sum of One hundred dollars to be paid for the purpose 
of defraying the expenses of maintaining the corporate 
organization of the party of the first part, and to be 
appropriated to that purpose only. 

Fourth .—That in the event that no excess of re¬ 
ceipts as hereinbefore provided shall be paid over by 
the Parties of the second and third parts to the Party 


140 Exhibit A—Lease No. 4, Empire Pass. Ry. Co. 

of the first part, then and in that case the Parties of 
the Second and third parts assume the payment of and 
will punctually pay all taxes and assessments upon the 
capital stock and upon the Bonds of the Party of the 
first part, and all taxes and assessments for which 
the Party of the first part would otherwise be liable 
under any lawful authority whatever, such taxes, as¬ 
sessments and charges to be paid in equal shares by 
the parties of the second and third parts. 

Fifth .—That the Parties of the second and third 
parts shall and will during the continuance of this 
Lease and Agreement keep and maintain the hereby 
demised Railway on Twelfth and Sixteenth Streets 
with the connection for public use, and manage and 
efficiently operate the said road and save harmless the 
party of the first part from all liabilities, damages, 
claims and suits by reason of anything done or omitted 
by the Parties of the second and third parts. 

Sixth .—The contracts made and executed on the 
Twenty-third day of February Anno Domini 1872 and 
now existing between the Party of the first part and 
the Parties of the Second and third parts for furnish¬ 
ing cars and horses to the Party of the first part shall 
cease and terminate on the Twenty-ninth day of De¬ 
cember Anno Domini 1873, but nothing contained in 
this Lease and Agreement shall be construed to au¬ 
thorize a change or alteration in the present mode of 
running the cars, that is to say: the cars shall be run 
down Twelfth Street and up Sixteenth Street. 

Seventh .—The Party of the first part shall and 
will during the continuance of this Lease and Agree¬ 
ment maintain its corporate existence and organiza¬ 
tion, and at all times and from time to time during the 
said term when requested by the Parties of the Second 
and third parts, their Successors and Assigns shall 


Exhibit A—Lease No. 4 , Empire Pass. Ry. Co. 141 

and will put in force and exercise each and every cor¬ 
porate power, and do each and every corporate act 
which the Party of the first part might now or may at 
any time hereafter, lawfully put in force and exercise, 
to enable the Parties of the second and third parts to 
enjoy, avail themselves of, and exercise every right, 
franchise and privilege in respect to the use, manage¬ 
ment, maintenance, renewal, extension, alteration or 
improvement of the premises hereby demised, or in¬ 
tended so to be, or the business to be carried on; the 
Parties of the Second and third parts, agreeing to 
indemnify and save harmless the Party of the first 
part against all loss, damage, or liability for such exer¬ 
cise of corporate powers, or performance of corporate 
acts when exercised or done at the request of the Par¬ 
ties of the Second and third parts. 

Eighth .—The Parties of the second and third 
parts their Successors and assigns, keeping and per¬ 
forming the covenants herein contained on their part 
to be kept and performed shall and may at all times 
and from time to time peaceably and quietly have, hold, 
use and enjoy the demised premises and every part 
and parcel thereof, with the appurtenances without 
any manner of let, trouble or hindrance from the Party 
of the first part its successors and assigns and the said 
Party of the first part shall and will at any time here¬ 
after execute and deliver such further assurances as 
may be reasonably required for fully effectuating the 
objects and purposes of this Lease and Agreement and 
the more fully securing unto the Parties of the Second 
and third parts all the rights and privileges herein¬ 
before mentioned and granted or intended so to be. 

In witness whereof, The Parties hereto have 
caused their corporate seals, attested by the signatures 


142 Exhibit A—Lease No. 4, Empire Pass. Ry. Co. 

of their respective Presidents and Secretaries, to be 
hereto affixed the day and year first aforesaid. 

D. R. GARRISON, 

[seal] Acting President 

Empire Passenger Railway Co. 

Wm. Bonsall, 

Secretary. 


GEO. WILLIAMS, 

[seal] President Citizens 1 Passenger Railway Co: 

John Q. Adams, 

Secretary. 


B. F. HART, 

[seal] Vice-Pres’i 

Seventeenth and Nineteenth Sts. P. R. W. Co. • 

D. R. Garrison, 

Secretary. 

Sealed and Delivered In the 
Presence of Us, 

Chas. J. M. Clary 
James I. Allison. 


Ex. A — Lease No. 5, Empire Pass. Ry. Co. (Supp.) 143 
LEASE NO. 5. 

Explanation. 

Of Article Second of the Lease and Agreement made 
by the Empire Passenger Railway Company of 
the first part, the Citizens’ Passenger Railway 
Company, and the Seventeenth and Nineteenth 
Streets Passenger Railway Company, of the sec¬ 
ond and third parts. 

December 28th, 1873. 

Adopted by the Seventeenth and Nineteenth Streets 
Passenger Railway Company, April 7th, 1875. 
Adopted by the Citizens 9 Passenger Railway Com¬ 
pany, April 12th, 1875. 

Adopted by the Empire Passenger Railway Company, 
April 14th, 1875. 

Whereas, The Citizens 7 Passenger Railway Com¬ 
pany and the Seventeenth and Nineteenth Streets Pas¬ 
senger Railway Company, by a Lease and Agreement, 
executed December, 1873, became the lessees of the 
Passenger Railway belonging to the Empire Railway 
Company. And whereas it is believed that the proviso 
contained in the second article of said Lease and agree¬ 
ment is not sufficiently clear and explicit, and that in 
order to avoid all liability of misconstruction, it is 
necessary to set forth its true intent and meaning; 
Now, therefore, this Agreement Witnesseth, That the 
condition in said article “that if any extraordinary 
expense shall be incurred by the parties of the second 
and third parts in running the cars over the said de¬ 
mised road, either by reason of an advance of more 
than ten per cent, on the present cost thereof, or by 
reason of damage to person or property exceeding two 
thousand dollars in any one period of six months, then 
the parties of the second and third parts shall also 
deduct such extra expenses before paying any excess 
to the party of the first part,” shall be construed to 


144 Ex. A—Lease No. 5, Empire Pass. Ry. Co. (Supp.) 

mean that the extraordinary expenses shall be the 
aggregate of the increased expenses of running the 
cars, and damages to person or property, when such 
damages shall exceed two thousand dollars in any 
period of six months, January and July, and July and 
January of each year being regarded as the beginning 
and termination of each of said periods, as for in¬ 
stance, if the increased cost of running cars should be 
7 per cent., and damage to person and property be¬ 
yond the two thousand dollars, as aforesaid 4 per cent., 
then the two items shall be aggregated and deducted 
from any payments to the Empire Passenger Railway 
Company, and that the time of payment for such dam¬ 
ages shall be regarded as the date to be taken, and not 
the time of the occurrence of the accident. It being 
further understood and agreed, as the true intent and 
meaning of said article, that the parties of the second 
and third parts shall be each liable for the accidents 
by their respective cars to the extent of two thousand 
dollars in any of the said periods of six months, and 
not jointly liable. 

CHARLES C. KNIGHT, 

[seal] President Empire Passenger Railway Co. 

Attest: 

E. G. Stout, 

Secretary. 

GEORGE WILLIAMS, 

[seal] President Citizens 9 Passenger Railway Co. 

Attest: 

John Q. Adams, 

Secretary. 

J. E. GILLINGHAM, 

[seal] President 

Seventeenth and Nineteenth Sts. P. R. Co. 

Attest: 

Richard Torpin, Jr., 

Secretary. 


Exh. A—Lease No. 6, 7th and 9th Sts. P. R. Co. 145 

LEASE NO. 6. 


Indenture of Lease. 

The Seventeenth and Nineteenth Sts. Passenger Rail¬ 
way Company of Philada. to The Continental Pas¬ 
senger Railway Company of Philada. 

This Indenture (Made to take effect as of the First 
day of July Anno Domini One thousand eight hundred 
and seventy-nine (1879) Between The Seventeenth and 
Nineteenth Streets Passenger Railway Company of 
Philadelphia of the First part and The Continental 
Passenger Railway Company of Philadelphia of the 
Other part: Whereas The Board of Directors of the 
party of the first part on the Second day of September 
1879 passed Resolutions in the words and figures fol¬ 
lowing, that is to say: i( Resolved That the President 
and Secretary are hereby authorized to execute a Lease 
to the 'Continental Passenger Railway Company of the 
railroad and property of this Company for the term 
of ninety-nine years from July 1, 1879, subject to the 
following Covenants: 

I. The said Lessee shall have the exclusive right 
to run the cars on said road and shall have and possess 
all of the cars, harness, horses and other personal prop¬ 
erty now in use for that purpose. 

II. That said Lessees shall pay to the Treasurer 
on the thirtieth days of December and June in each 
year the sum of Seven thousand five hundred Dollars, 
which is an annual earning of six per cent, on the 
amount paid upon the existing capital stock. 

III. The said Lessees shall at the end of the Lease, 
deliver to this Company the number of horses, sets of 
harness and cars received by them under clause I, or 


146 Exh. A—Lease No. 6, 7 th and 9th Sts. P. R. Co. 

pay the value thereof, and for certainty an inventory 
and appraisement shall be made by two appraisers to 
be appointed by the President. 

IV. That said Lessees shall assume all incum¬ 
brances on Real Estate and shall pay the accruing in¬ 
terest on the Bonds and principal thereof as the same 
matures and all taxes assessed on the Real Estate, 
Franchises, stock or earnings. 

V. That the road and its equipments shall be kept 
in good repair and so surrendered. 

VI. The said Lease shall be forfeited if there shall 
be six months default on the subject referred to in 
clauses two and four.” 

And Whereas The Board of Directors of the 
Party of the Second part on the Third day of Septem¬ 
ber 1879, upon consideration of the Resolutions afore¬ 
said did resolve in the words following: “Resolved, 
That the President and Secretary of the Continental 
Passenger Railway Company are hereby authorized to 
execute a lease in accordance with the stipulations of 
the resolutions” of the directors of the said party of 
the first part. And Whereas The incumbrances on the 
real estate of the party of the first part aggregate 
Thirty-four thousand five hundred dollars, on which 
interest is payable at the rate of six per cent. And 
Whereas The amount of bonds issued and outstanding 
of the party of the first part aggregate One hundred 
thousand dollars, whereon semi-annually interest is 
payable at the rate of Seven per cent., the whole of 
them maturing on the First day of July, 1906. 

Now therefore this Indenture Witnesseth That the 
party of the first part for and in consideration of the 
Covenants on the part of the party of the second part 


Exit. A Lease No. 6, 7th and 9th Sts. P. R. Co. 147 

to be kept and performed have granted and demised 
and by these presents do grant and demise unto the 
party of the Second part its Successors and assigns 
All and singular the railroad now owned and operated 
by the said party of the first part or as the same may 
at any time hereafter be located, constructed or ex¬ 
tended, together with all and every the sidings, appur¬ 
tenances, railways, rights of way, depot grounds, lands 
and tenements, stables, shops and other structures of 
every kind and description, and all horses, mules, and 
live stock, harness and equipment and stable furniture, 
cars, sleighs, wagons and other vehicles, and generally 
all the personal property belonging to the party of the 
first part, and all rights, privileges and franchises 
connected with or relating to the said demised rail¬ 
road or any part thereof, or to the construction, main¬ 
tenance' use, relocation or operation of the same as 
fully and as entirely as the same are now or may be 
hereafter vested in the party of the first part; saving 
and reserving, however, the franchise to be a cor¬ 
poration or any other right or privilege which is or 
may be necessary to preserve the corporate existence 
or organization of the party of the first part: To Have 
and to Hold The said Railroad with the appurtenances, 
property Real and Personal, and corporate rights and 
franchises unto the party of the second part its suc¬ 
cessors and assigns from the First day of July 1879 
One thousand eight hundred and seventy-nine for and 
during the full term of Ninety-nine years thence next 
ensuing to be fully completed and ended, subject as to 
said term to the stipulation relative to a forfeiture 
hereinafter contained: In consideration whereof The 
party of the Second part for itself its successors and 
assigns covenants to and with the party of the first 
part its successors and assigns as follows: 

First .—To pay to the Treasurer of the party of 
the first part on the Thirtieth days of December and 


148 Exh. A—Lease No. 6, 7th and 9th Sts. P. R. Co. 

June in each year during the continuance of said de¬ 
mise the sum of Seven thousand five hundred dollars. 

Second .—To pay the interest as the same becomes 
due upon all the Bonds issued by the party of the first 
part, amounting as is hereinbefore recited, the prin¬ 
cipal thereof as the same matures. 

Third —To pay the interest and the principal of 
all incumbrances on the real estate of the party of the 
first part amounting as is hereinbefore recited. 

Fourth .—To pay the sum of seventy-one thousand 
nine hundred and fifty-seven 30-100 dollars to the party 
of the first part at the end of the term, which sum is the 
value ascertained by appraisement of the horses, sets 
of harness, cars and equipment granted to the party of 
the second part. 

Fifth .—To pay all taxes now or hereafter imposed 
by law or by ordinance upon the earnings from or busi¬ 
ness of the said railroad or that may be lawfully levied 
upon the said demised property. 

Sixth .—To keep the demised property in good con¬ 
dition and repair. 

Seventh .—To pay the sum of Four hundred and 
thirty-eight dollars on the Fifteenth day of September 
1879, and annually on same day in each year thereafter 
to the Empire Passenger Railway Company so long as 
the license to use Twelfth and Sixteenth Streets con¬ 
tinues. 

And it is further stipulated and covenanted by the 
parties hereto: 

Eighth .—That in the event of a default on the part 
of the party of the Second part for the period of Six 
months to pay the semi-annual sum of Seven thousand 


Exh. A—Lease No. 6, 7th and 9th Sts. P. R. Co. 149 

five hundred Dollars the interest on bonds and the 
principal thereof, the interest on incumbrances and the 
principal thereof as hereinbefore provided for, then 
this demise at the option, of the party of the first part 
its successors or assigns, to be signified by the Resolu¬ 
tion of its Board of Directors shall at once cease and 
determine, and the said party of the first part its 
successors and assigns shall be entitled to re-enter and 
take possession of the said railroad and demised prem¬ 
ises, with the appurtenances, corporate rights and 
franchises, and all additions and improvements 
thereon and shall and may demand all moneys then in 
arrear and unpaid. Upon such forfeiture the party of 
the Second part shall be relieved from all subsequently 
accruing liabilities arising hereunder, but it shall be 
competent for any attorney of this State to appear on 
its behalf, and confess judgment in favor of the party 
of the first part against the said party of the second 
part in the sum of Seventy-One Thousand Nine Hun¬ 
dred and Fifty-Seven 30-100 dollars, if the value re¬ 
ferred to in the fourth covenant shall not be paid 
within fifteen days after the date of said forfeiture. 

Ninth .—That if any difference shall arise between 
the parties hereto in relation to the construction of this 
Indenture, or the due performance of any covenant (ex¬ 
cept those herein specially provided for in the Seventh 
covenant), the said parties shall each select a person of 
skill and experience in railway management, and these 
two shall select a third, and the three so chosen shall 
hear and decide such difference, and the award of a ma¬ 
jority shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request in writing deliv¬ 
ered to the President, then the person appointed by the 
party not in default shall select a person for the de¬ 
faulting party, and these two shall proceed as herein 
provided in case of no default. 


150 Exh. A—Lease No. 6, 7th and 9th Sts. P. R. Co. 


In Witness Whereof The parties hereto have 
caused their corporate seals to be hereto affixed and 
the same to be attested by the signatures of their re¬ 
spective Presidents and Secretaries. 

MATTHEW S. QUAY, 

[seal] President Seventeenth and Nineteenth 

Streets P. R. Co. 

J. B. Peddle, 

Secretary Seventeenth and Nine¬ 
teenth Streets P. R. Co. 

W. L. ELKINS, 

[seal] President Continental Passenger Railway Co. 
J. B. Peddle, 

Secretary Continental Passenger Railway Co. 

Signed Sealed and Delivered in 
the presence of ns: 

Peter A. B. Widener, 

Francis E. Brewster. 


Exh. A—Lease No. 7, Continental Pass. By. Co. 151 
LEASE NO. 7. 

Lease. 

The Continental Passenger Pailway Company of 

Philada. to The Union Passenger Railway Com¬ 
pany of Philadelphia. 

This Indenture Made to take effect as of the First 
day of January One thousand eight hundred and eighty 
(1880), between The Continental Passenger Railway 
Company of Philadelphia hereinafter called the Les¬ 
sor of the First Part and The Union Passenger Rail¬ 
way Company of Philadelphia hereinafter called the 
Lessee of the Second Part. 

Whereas The Board of Directors of the Lessee on 
the Twenty-fourth day of January One thousand eight 
hundred and eighty (1880) passed Resolutions in the 
words and figures following: Resolved, That the Presi¬ 
dent of this Company be authorized on its behalf, to 
offer to the Continental Passenger Railway Company 
of Philadelphia, to lease of them their road for the term 
of ninety-nine years, from January First, 1880, if there 
shall be transferred to this Company Six thousand and 
ninety (6090) shares of the capital stock in the Empire 
Passenger Railway Company, and Ten thousand 
(10,000) shares of the Capital stock of the Seventeenth 
and Nineteenth Streets Passenger Railway Company, 
subject to the following agreements and stipulations: 

First. —That the said Lessee shall have the exclu¬ 
sive right to run the cars on said road authorized by 
their charter, or by any lease of any other road, or of 
the license of any portion of the road of any other rail¬ 
way Company now existing or authorized. 

Second. —That the said Lessee shall have and pos¬ 
sess all the cars, harness, horses and other personal 


152 Exh. A—Lease No. 7, Continental Pass. Ry. Co. 

property now in use by the Continental Passenger 
Railway Company on its own road, or any road or part 
thereof leased and operated by them. 

Third .—That if, during the continuance of the 
lease, any of the real estate of the roads, the capital 
stock of which has been transferred to the Lessee, or 
of the said Continental Railway Company, shall be sold, 
the proceeds thereof shall be applied to the liquidation 
of any of the Bonds secured on the corporate franchises 
of the road now owning said real estate. 

Fourth .—That the Lessee, on the Thirtieth day of 
June 1880, shall pay fifty thousand (50,000) dollars, 
and semi-annually thereafter sixty thousand (60,000) 
dollars, and on the Thirty-first day of December, 1880, 
and each year thereafter the sum of fifty dollars. 

Fifth .—That the Lessee shall assume all incum¬ 
brances on the real estate of the Continental Passen¬ 
ger Railway Company, and of any road now leased or 
operated by them, and shall pay the accruing interest 
on the Bonds of said railway, now amounting to three 
hundred and fifty thousand (350,000) dollars, and on 
the Bonds of the Seventeenth and Nineteenth Streets 
Passenger Railway Company now amounting to One 
hundred thousand (100,000) dollars, and on One hun¬ 
dred thousand (100,000) dollars of Bonds of the Em¬ 
pire Passenger Railway Company, and the principal 
thereof as the same matures, and all the taxes assessed 
on the said real estate, franchises, stocks, dividends, 
earnings and license fees on each car run, and all lia¬ 
bilities now existing exceeding the cash in possession of 
the Continental Passenger Railway Company, on the 
First day of February 1880, which said cash is to be¬ 
come the property of the Lessee. 

Sixth .—That during the said Lease, the entire 
roads let by this lease shall be kept in good repair, and 
so surrendered. 


Exh. A—Lease No. 7, Continental Pass. Ry. Co. 153 


Seventh .—The said Lessee shall at the end of said 
Lease, deliver to the Continental Passenger Railway 
Company six thousand and ninety (6090) shares of the 
stock of the Empire Passenger Railway Company, 
and Ten thousand (10,000) shares of the Seventeenth 
and Nineteenth Streets Railway Company, and the 
number of horses, sets of harness and cars received by 
them, or pay the value thereof, and for certainty, an 
appraisement and inventory shall be made by two ap¬ 
praisers, to be appointed by the President of the Con¬ 
tinental Railway Company. 

Eighth .—The said Lessee shall forfeit all rights 
and privileges if default be made for the space of six 
months on the subjects referred to in clauses Nos. Four 
(4) and Five (5) or either of them. 

Resolved, That if this offer be accepted, that the 
President and Secretary are hereby authorized to exe¬ 
cute a Lease and Agreement, and affix the corporate 
seal thereto, on the terms and stipulations mentioned 
in this offer, and until the same shall be formally done, 
it, at the option of the said The Continental Passen¬ 
ger Railway Company, shall be deemed done, and 
that this Company shall be considered and forthwith 
held bound. 

And Whereas The Board of Directors of the Les¬ 
sor on the Twenty-fourth day of January One thousand 
eight hundred and eighty (1880), upon consideration of 
the Resolutions aforesaid did resolve in the words and 
figures following: 

Whereas The Union Passenger Railway Company 
of Philadelphia, have offered in consideration of the 
transfer to them of six thousand and ninety shares of 
stock in the Empire Passenger Railway Company and 


154 Exh. A—Lease No. 7, Continental Pass. Ry. Co. 

Ten thousand shares of stock in the capital stock of 
the Seventeenth and Nineteenth Streets Passenger 
Railway Company, to lease the Continental Passenger 
Railway, for the term of ninety-nine years, from Janu¬ 
ary first, 1880 subject to the following agreements and 
stipulations: 

First .—That the said Lessor (sic Lessee) shall 
have the exclusive right to run the cars on said road 
authorized by their charter or by any lease of any other 
road, or other license of any portion of the road of any 
other railroad company now existing or authorized. 

Second .—That the said Lessee shall have and pos¬ 
sess all of the cars, harness, horses and other personal 
property, now in use by said the Continental Passenger 
Railway Company on its road or any road or part 
thereof leased and operated by them. 

Third .—That if during the continuance of this 
lease any of the real estate of the roads, the capital 
stock of which has been transferred to the Lessee, or of 
the said Continental Passenger Railway Company shall 
be sold, the proceeds thereof shall be applied to the 
liquidation of any of the Bonds secured on the cor¬ 
porate franchises of the road now owning said real 
estate. 

Fourth .—That the Lessee on the Thirtieth day of 
June 1880 shall pay fifty thousand dollars, and semi¬ 
annually thereafter Sixty thousand dollars, and on the 
Thirtieth day of December 1880 and each year there¬ 
after the sum of Fifty dollars. 

Fifth .—That the Lessee shall assume all incum¬ 
brances on the real estate of the Continental Passenger 
Railway Company and of any road now leased or 
operated by them, and shall pay the accruing interest 


Exli. A—Lease No. 7, Continental Pass. Ry. Co. 155 

on the Bonds of said railway , now amounting to Three 
hundred and fifty thousand dollars, and on the Bonds of 
the Seventeenth and Nineteenth Streets Passenger 
Railway Company now amounting to One hundred thou¬ 
sand dollars and on One hundred thousand dollars of 
the Bonds of the Empire Passenger Railway Company, 
and the principal thereof, as the same matures, and all 
taxes assessed on the said real estate, franchises, stock, 
dividends, earnings and license fees on each car run, 
and all liabilities now existing exceeding the cash now 
in possession of the Continental Passenger Railway 
Company on the First day of February 1880, which cash 
is to become the property of the Lessee. 

Sixth. —That during said Lease the entire road 
passing thereunder shall be kept in good repair and 
so surrendered. 

Seventh. —The said Lessee shall at the end of said 
lease deliver to the Continental Passenger Railway 
Company Six thousand and ninety shares of the stock 
of the Empire Passenger Railway Company and Ten 
thousand shares of the Seventeenth and Nineteenth 
Streets Passenger Railway (Company) stock and the 
number of horses, sets of harness and cars received by 
them or pay the value thereof, and for certainty an 
inventory and appraisement shall be made by two 
appraisers to be appointed by the President of the 
Continental. 

Eighth. —The said Lessee shall forfeit all rights 
and privileges if default be made for the space of six 
months on the subjects referred to in clauses Four and 
Five or either of them. 

Now he it Resolved That the offer of the Union 
Passenger Railway Company be accepted, and the 


156 Exh. A—Lease No. 7, Continental Pass. By. Co. 

President and Secretary are hereby authorized to exe¬ 
cute a lease and agreement, and affix the corporate seal 
thereto, to the Union Passenger Railway Company, on 
the terms offered by said Company and until the same 
shall be formally done it shall be considered as done 
and that the terms hereinbefore referred to shall be 
considered as forthwith operating. 

And Whereas Pursuant to a call published in at 
least two of the newspapers published in the City of 
Philadelphia in the words and figures following:— 

Office of the Continental P. R. W. Company 

Twentieth Street and Montgomery Avenue. 

March 24, 1880. 

A meeting of the Stockholders of this Company is 
hereby called for the 10th day of April 1880, at 4% 
o’clock P. M., to be held at the office of this Company, 
at the Northwest corner of Twentieth Street and Mont¬ 
gomery Avenue, in the City of Philadelphia, to con¬ 
sider the propriety of the lease of the Continental Pas¬ 
senger R. W. Company, under resolution of the Board 
of Directors adopted January 24th, 1880, and the pro¬ 
priety of ratifying or amending said resolution, so that 
the rent shall be payable to the stockholders of the 
Continental Passenger R. W. Company, and so that the 
stock of the Empire Passenger R. W. Company, and 
the Seventeenth and Nineteenth Streets Passenger 
R. W. Company, in said resolution mentioned, shall 
never be assigned by the Union Passenger Railway 
Company, and to consider the propriety of otherwise 
amending said resolution or rejecting the same. 

By order of the Board of Directors. 

W. H. KEMBLE, 

President. 

J. B. Peddle, 

Secretary. 


Exit. A—Lease No. 7, Continental Pass. Ry. Co. 157 

A meeting of the 'Stockholders of the Lessor was 
held in accordance therewith on Saturday the Tenth 
day of April One thousand eight hundred and eighty 
(1880), and it was by said Stockholders upon full con¬ 
sideration resolved in words and figures following: 

Resolved That the Lease therein mentioned with 
its terms and stipulations be ratified and approved 
and that the Directors of this Company be authorized 
to do all things needful to accomplish the purpose and 
true intent of said resolutions. Resolved That the 
Directors in adopting the form of said Lease may pro¬ 
vide therein 4 ‘that the said Continental Passenger 
4 4 Railway Company authorize the Union Passenger^Rail- 
4 4 way Company as its agent to pay over and distribute 
4 4 to and among the stockholders entitled to receive the 
“same on the Thirtieth day of June One thousand 
4 4 eight hundred and eighty (1880), the sum of Two and 
44 a half dollars on each share of stock to the amount 
4 4 of stock now existing, and semi-annually thereafter 
4 4 the sum of Three dollars on each share to the amount 
4 4 now existing and to avoid uncertainty a list of said 
4 4 stockholders so entitled shall be furnished by the 
4 4 said Lessor at least Thirty days previously to the 
44 time provided for payment.” Resolved, That said 
Lease shall contain the following clause: 4 4 It is hereby 
4 4 distinctly understood and provided that the Six thou¬ 
sand and ninety shares of the capital stock in the 
4 4 Empire Passenger Railway Company and the Ten 
4 4 thousand shares of the capital stock of the Seven¬ 
teenth and Nineteenth Streets Passenger Railway 
“Company in said Lease mentioned shall be held by 
4 4 the said Lessee in trust for the said Lessor, and shall 
4 4 never be sold, assigned, transferred or pledged in 
4 4 whole or part without the consent of the stockholders 
4 4 of the Continental Passenger Railway Company first 


158 Exh. A—Lease No. 7 , Continental Pass. By. Co. 

“had and obtained, and that said certificates when 
“transferred shall have this resolution endorsed 
“thereon. ” 

And Whereas At said meeting of said stockhold¬ 
ers a draft of said Lease as proposed by the Directors 
of the Lessor was then read to said stockholders, 
whereupon it was further resolved in words following: 

“Resolved That the draft of said Lease under said 
“resolutions of January 24th 1880 as adopted by the 
“Boards of the several corporations and under the 
‘ ‘ resolutions passed at the meeting of the stockholders 
“of the Continental Passenger Railway Company of 
“Philadelphia is hereby approved and ratified.” 

And Whereas Pursuant to a call published in two 
newspapers in the City of Philadelphia in the words 
and figures following: 

Office of the Union Passenger Railway Company, 
Twenty-third and Brown Streets, 

March 25, 1880. 

A meeting of the Stockholders of this Company is 
hereby called for Monday, April 12th, 1880, at 4 o'clock 
P. M., to be held at the office of the Company at the 
Southeast corner of Twenty-third and Brown Streets, 
in the City of Philadelphia, to consider the propriety 
of the lease of the Continental Passenger Railway 
Company, under resolutions of the Board of Directors 
of this Company adopted January 24, 1880, and the 
propriety of ratifying or amending said resolutions, 
so that the rent shall be payable to the Stockholders 
of the Continental Passenger Railway Company and 
so that the stock of the Empire Passenger Railway 
Company and of the Seventeenth and Nineteenth 
Streets Passenger Railway Company, in said resolu- 


Exit. A—Lease No. 7, Continental Pass. By. Co. 159 


tions mentioned, shall never be assigned by the Union 
Passenger Railway Company, and to consider the pro¬ 
priety of otherwise amending said resolutions or re¬ 
jecting the same. 

By order of the Board of Directors. 

W. H. KEMBLE, 

President. 


J. B. Peddle, 

Secretary . 


A meeting of the stockholders of the Lessee was 
held in accordance therewith on Monday the Twelfth day 
of April One thousand eight hundred and eighty (1880) 
to whom the resolutions aforesaid were communicated 
and who did then resolve as follows: (( Resolved That 
“the offer of lease in the resolutions of the Direc¬ 
tors of this Company with its terms and conditions, 
“be ratified and approved, and that the clauses, stipu¬ 
lations and covenants contained in the resolutions of 
“the Directors and the stockholders of the Continental 
“Passenger Railway Company be hereby approved 
“and that the Directors of this Company be author¬ 
ized to do all things needful to accomplish the pur- 
“pose and true intent of said Resolutions, and that the 
“form and draft of lease, ratified and approved by the 
“Stockholders of the Continental Passenger Railway 
“Company be and the same is hereby approved and 
“ratified by us.” 


Now therefore this Indenture Witnesseth, That 
the Lessor for and in consideration of the Covenants 
on the part of the Lessee to be kept and performed 
hath granted and demised and by these presents doth 
grant and demise unto the Lessee its Successors and 
Assigns all and singular the Railroads now owned, 
leased and operated by the Lessor or as the same may 


160 Exin. A—Lease No. 7, Continental Pass. By. Co. 

at any time hereafter be located, constructed or ex¬ 
tended, together with all and every the sidings, appur¬ 
tenances, railways, rights of way, depot grounds, lands 
and tenements, stables, shops and other structures of 
every kind and description, and all harness, horses, 
mules, and live stock and equipment and stable furni¬ 
ture, cars, sleighs, wagons and other vehicles and gen¬ 
erally all the personal property belonging to and pos¬ 
sessed by the Lessor, and all rights, privileges and 
franchises connected with or relating to the said rail¬ 
roads or any part thereof or to the construction, main¬ 
tenance, use, relocation or operation of the same as 
fully and entirely as the same are now or may be here¬ 
after vested in the Lessor, saving and reserving how¬ 
ever the franchise to be a corporation and any other 
right or privilege which is or may be necessary to pre¬ 
serve the corporate existence or organization of the 
Lessor. 

To Have and to Hold The said Railroads, with the 
appurtenances, property real and personal, and cor¬ 
porate rights and franchises unto the Lessee its Suc¬ 
cessors and Assigns from the first day of January One 
thousand eight hundred and eighty (1880) for and 
during the full term of Ninety-nine (99) years thence 
next ensuing' to be fully completed and ended, subject 
as to said term to the stipulation and covenant relative 
to a forfeiture hereinafter contained. 

In consideration whereof The Lessor and Lessee, 
each for itself its Successors and Assigns, do covenant 
to and with each other its Successors and assigns, as 
follows, that is to say: 

First .—That the Lessee shall have the exclusive 
right to run the cars on said road authorized by the 
Charter of the Lessor or by any lease of any other road 


Exh. A—Lease No. 7, Continental Pass. Ry. Co. 161 

or other license of any portion of the road of any other 
railroad company now existing or authorized. 

Second .—That the Lessee shall have and possess 
all of the cars, harness, horses and other personal 
property now in use by said Lessor on its own road 
or any road or part thereof leased and operated by it. 

Third .—That if during the continuance of this 
lease any of the real estate of the roads, the capital 
stock' of which has been transferred to the Lessee, or 
of the said Continental Passenger Railway Company, 
shall be sold, the proceeds thereof shall be applied to 
the liquidation of any of the Bonds secured on the 
corporate franchises of the road now owning said real 
estate. 

Fourth .—That the Lessee as agent for the Lessor 
shall pay to and distribute among the stockholders of 
the Lessor entitled to receive the same on the Thirtieth 
day of June One thousand eight hundred and eighty 
(1880) the sum of Two and a-half dollars on each share 
of stock to the amount of stock now existing and semi¬ 
annually thereafter the sum of Three dollars on each 
share of stock to the amount existing at the date this 
lease takes effect, and to avoid uncertainty a list of 
said stockholders so entitled shall be furnished by the 
Lessor to the said Lessee at least Thirty days previ¬ 
ously to the time herein provided for payment. 

Fifth .—That the Lessee assumes all incumbrances 
on the real estate of the Lessor and of any road now 
leased and operated by it, and shall pay the accruing 
interest on the bonds of said railway now amounting 
to Three hundred and fifty thousand (350,000) dollars, 
and on the Bonds of the Seventeenth and Nineteenth 
Streets Passenger Railway Company now amounting 
to One hundred thousand (100,000) dollars, and on One 


162 Exh. A—Lease No. 7, Continental Pass. Ry. Co. 

hundred thousand (100,000) dollars of the Bonds of 
the Empire Passenger Railway Company and the prin¬ 
cipal thereof as the same matures and all taxes and 
water rents assessed on the said real estate, franchises, 
stock, dividends, earnings and license fees on each car 
run and all rents hereafter to accrue and all liabilities 
now existing, exceeding the cash now in possession of 
the Continental Passenger Railway Company on the 
First day of February One thousand eight hundred 
and eighty (1880), which cash is to become the prop¬ 
erty of the Lessee. 

Sixth .—That during said Lease the entire road 
and all the property passing thereunder shall be kept 
in good repair by the Lessee and so surrendered. 

Seventh .—The said Lessee shall at the end of said 
Lease, whether said end shall accrue by the lapse of 
the term at its full expiration, or by the forfeiture of 
this Lease and Agreement as herein provided, deliver 
to the Lessor its Successors or Assigns, unless the 
same shall have been sold in accordance with the Tenth 
clause hereof, Six thousand and ninety (6090) shares 
of the stock of the Empire Passenger Railway Com¬ 
pany, and Ten thousand (10,000) shares of the Seven¬ 
teenth and Nineteenth Streets Passenger Railway 
Stock, and the number of horses, sets of harness and 
cars and other personal property received by it, or 
pay the value thereof, and for certainty, an inventory 
and appraisement shall be made by two appraisers to 
be appointed by the President of the Continental Pas¬ 
senger Railway Company. 

Eighth .—That the said Lessee shall forfeit all 
rights and privileges if default shall be made for the 
space of six months on the subjects referred to in 
clauses Four (4) and Five (5) hereof or either of them. 


Exli. A — Lease No. 7, Continental Pass. Ry. Co. 163 

Ninth. —That the Lessee shall pay to the Lessor 
on the Thirty-first day of December One thousand eight 
hundred and eighty (1880), and annually thereafter, 
the sum of Fifty (50) dollars to defray the expense 
incurred in maintaining and preserving the corporate 
organization of the said Lessor. 

Tenth. —That the Lessee shall hold the Six thou¬ 
sand and ninety (6090) shares of the Capital stock of 
the Empire Passenger Bail way Company and the Ten 
thousand (10,000) shares of the capital stock of the 
Seventeenth and Nineteenth Streets Passenger Rail¬ 
way Company in trust for the Lessor, to this extent 
that she shall never sell, assign, transfer or pledge the 
same in whole or in part without the consent of the 
stockholders of the Lessor first had and obtained, and 
that the certificates so held or issued to it shall have 
this endorsed thereon. 

Eleventh. —That the said Lessee shall pay the sum 
of One hundred and seven thousand, six hundred and 
eight dollars and seventy-five cents ($107,608.75) to 
the said Lessor at the end of this Lease and Agreement 
no matter how occurring, which sum is the ascertained 
value under the Seventh Clause hereof, unless the 
horses, sets of harness and cars are delivered to the 
Lessor cotemporaneously with its resumption of pos¬ 
session. 

And it is further covenanted By the Parties hereto, 
that in the event of the default occurring specified in 
clause Eight hereof, then this Lease and agreement at 
the option of the Lessor its Successors and Assigns, to 
be signified by a Resolution of its Board of Directors, 
shall at once cease and determine, and the said Lessor 
its Successors and assigns shall be entitled to re-enter 
and take possession of the said railroads and demised 
premises, with the appurtenances, corporate rights and 


164 Exli. A—Lease No. 7, Continental Pass. By. Co. 

franchises, and all additions and improvements thereon 
and shall and may demand all moneys then in arrear 
and unpaid. Upon such forfeiture the said Lessee shall 
be released from all liability or liabilities accruing sub¬ 
sequently to the Lessor’s actual re-entry and posses¬ 
sion, and payment of the sum specified in clause Eleven 
hereof; and it shall be competent for an attorney of 
this State to appear on behalf of the said Lessee, for 
which this shall be a sufficient warrant, and confess 
judgment against it in favor of the said Lessor in the 
sum named in the said clause Eleven hereof, if the 
same shall not be paid within fifteen days after notice 
to the Lessee of the passage of the resolution signify¬ 
ing the option to determine this Lease and Agreement 
as aforesaid. 

And it is further covenanted By and between the 
parties hereto that if any difference shall arise be¬ 
tween them in relation to the construction of this In¬ 
denture, or the due performance of any covenant 
[except those herein specially provided for in the 
Eighth clause hereof] the said parties shall each select 
a person of skill and experience in railway manage¬ 
ment and these two shall select a third and the three 
so chosen shall hear and decide such difference, and 
the award of a majority shall be final and conclusive 
upon both parties. In case either party shall fail to 
select a person for a period of Ten days after a request 
in writing delivered to the President, then the person 
appointed by the party not in default shall select a 
person for the defaulting party and those two shall 
proceed as herein provided in case of no default in the 
selection of arbitrators as aforesaid. 

In Witness Whereof Each of the parties hath 
caused its corporate seal to be hereto affixed and the 
same to be attested by the signatures of their respec- 


Exh. A—Lease No. 7, Continental Pass. Ry. Co. 165 

tive Presidents and Secretaries, as of the day and year 
first hereinbefore written. 

WM. L. ELKINS, 

President Union Passenger R. W. Co. 
J. B. Peddle, 

[seal] Secretary of the Continental P. R. W. Co. 

W. H. KEMBLE, 

President Continental Passenger Railway Co. 
J. B. Peddle, 

[seal] Secretary of the Union P. R. W. Co. 

Signed, Sealed and Delivered 
in the presence of ns, 

Francis E. Brewster, 

George E. Newlin. 


166 Ex. A—Lease No. 8, Empire Pass. Ry. Co. (Supp.) 
LEASE NO. 8. 


Agreement. 

This Agreement Made the Twenty-eighth day of 
December in the year of our Lord one thousand eight 
hundred and eighty-seven between The Union Passen¬ 
ger Railway Company of Philadelphia of the first part 
The Empire Passenger Railway Company of Philadel¬ 
phia of the second part and The Citizens’ Passenger 
Railway Company of Philadelphia of the third part. 

Whereas The party of the second part by a certain 
lease and agreement bearing date the twenty-sixth day 
of December Anno Domini 1873 leased its railway and 
rights on Twelfth and Sixteenth streets and the con¬ 
nections thereof and appurtenances unto the Citizens’ 
Passenger Railway Company aforesaid and the Sev¬ 
enteenth and Nineteenth Streets Passenger Railway 
Company for the period of nine hundred and ninety- 
nine years under the conditions and provisions in the 
said lease and agreement contained; 

And Whereas The Seventeenth and Nineteenth 
Streets Passenger Railway Company by indenture 
made to take effect on the first day of July Anno Dom¬ 
ini 1879 leased its railroad and property for the 
period of ninety-nine years to the Continental Passen¬ 
ger Railway Company; 

And Whereas The Continental Passenger Railway 
Company by indenture made to take effect the first day 
of January Anno Domini 1880 leased all the railroads 
owned leased and operated by it for the term of ninety- 
nine years to the Union Passenger Railway Company 
aforesaid; 

And Whereas It has been suggested that if the 
party of the first part were permitted to control the 
operation of the said Empire road and the running of 



Ex. A—Lease No. 8, Empire Pass. Ry. Co. ( Supp .) 167 

the cars thereon a larger profit would thereby result to 
the said party of the second part and its stockholders 
and since more than half of its capital stock is now 
owned or held by the party of the first part hereto it 
has thus as a stockholder a direct interest in the profits 
of said road; 

And Whereas The party of the first part has 
offered to relieve the party of the third part from all 
labor expense and liability in and about the said lease 
and the operations of the said Empire Road and has 
offered to provide all the material horses cars and men 
necessary to conduct the same and to pay to the said 
party of the third part the su mof twelve thousand five 
hundred dollars per annum as its share of the profits of 
the said lease and the party of the second part has re¬ 
quested the party of the third part to accept the said 
offer it being the intention of all the parties hereto that 
the said lease shall remain inviolate and be in no way 
affected by reason of anything herein contained and 
the said party of the third part is willing to accept the 
said offer upon the conditions and provisions herein¬ 
after set forth; 

Noiv this Agreement Witnesseth That the parties 
hereto in consideration of the premises and of the sum 
of one dollar by each to the other paid the receipt 
whereof is hereby acknowledged have mutually cove¬ 
nanted and agreed and by these presents do mutually 
covenant and agree each for itself its successors and 
assigns with each other and its successors and assigns 
as follows to wit:— 

First .—The Union Passenger Railway Company 
acting for itself and for the said party of the third 
part shall hereafter operate the Empire Road under 
the said lease and shall keep the said railway and its 
road-bed in order and. shall provide and pay for all the 


168 Ex. A—Lease No. 8, Empire Pass. Ry. Co. ( Supp .) 

necessary material horses cars and men and pay all the 
expenses thereof (including inter alia all State and city 
taxes that by the terms of the said lease are payable by 
the lessees therein named and fees for licenses and ex¬ 
pense of paving and repairing streets and all such 
claims for personal and other damages as by the terms 
of the lease first herein recited are made payable by 
the lessees therein named) and shall receive all the 
moneys arising from the operation of the said road and 
shall conduct the same to th‘e best of its ability and with 
a view to make out of and for the said road the best 
possible profit under the terms of the said lease and so 
that the same as a railway property may be fostered 
and developed. 

Second .—Without regard to the profit which the 
said party of the first part may make out of the said 
Empire Road and without regard to the money which 
it may receive or pay out as the operator thereof it 
agrees to pay to the party of the third part at its office 
the said sum of twelve thousand five hundred dol¬ 
lars per annum in even and equal monthly payments 
of ten hundred and forty-one dollars sixty-six and two- 
thirds cents on the first day of each and every month 
beginning with the first day of February Anno Domini 
one thousand eight hundred and eighty-eight without 
defalcation or deduction or abatement for or by reason 
of taxes charges assessments set-off or claim of any 
kind whatsoever. 

Third .—In case of its failure to pay the said sum 
of twelve thousand five hundred dollars in the propor¬ 
tions and at the times severally above named for the 
payment thereof and the said party of the third part 
shall bring suit to recover the same or any part thereof 
then in such suit an attorney’s commission for collec¬ 
tion viz. ten per cent, shall be payable and be recovered 
in addition to the sum in arrears with interest thereon 
and costs of suit. 


Ex. A—Lease No. 8, Empire Pass. By. Co. ( Supp .) 169 

Fourth .—It being the concurrent judgment of all 
the parties hereto that so long as the party of the third 
part shall run its cars north on Eleventh street the con¬ 
venience of the public and the profit of the party of the 
second part require that the cars on the Empire Road 
should be run south on Twelfth street as is now done 
it is therefore hereby agreed that the said cars of the 
Empire Road shall be continued to be run south on 
Twelfth Street so long as the other cars shall be run 
north on Eleventh street. 

Fifth .—The said parties of the first and second 
parts agree that the party of the third part shall be 
and is hereby absolutely and forever relieved and re¬ 
leased from all liability to pay or in any way provide 
for the payment or extension of the bonds of the party 
of the second part amounting to two hundred thou¬ 
sand dollars referred to in the said lease first herein re¬ 
cited and from all liability to pay or provide for the in¬ 
terest due or to become due thereon and the said party 
of the first part hereby assumes all the responsibilities 
and liabilities heretofore resting upon the party of the 
third part in about or in any way arising out of the 
said bonds and the mortgage accompanying and secur¬ 
ing the same so that as between the parties hereto the 
liability in the premises of the party of the third part 
shall absolutely cease and determine. 

Sixth .—The several parties hereto having differed 
as to the interpretation of certain of the provisions of 
the said recited lease Now in order to a full set¬ 
tlement of all such questions it is agreed by all the par¬ 
ties hereto that the account as heretofore kept and ren¬ 
dered by the party of the third part between it and the 
party of the second part concerning the operations of 
the Empire Road is acknowledged to be correct and 
that upon the payment by the party of the third part 
to the party of the second part of the sum of fifty 


170 Ex. A—Lease No. 8, Empire Pass. Ry. Co. ( Supp .) 

thousand seven hundred and forty-six dollars eighty- 
four cents (which sum includes the amount now ap¬ 
pearing by the said account as heretofore reserved to 
provide a sinking fund for payment of the said bonds) 
the said party of the third part shall receive a full and 
complete acquittance and discharge from the party of 
the second part as to all matters of account between 
them concerning the operations of the said Empire 
Eoad up to and including the twentieth day of Decem¬ 
ber Anno Domini 1887. 

Seventh .—It is further hereby provided and 
agreed that if at any time hereafter the said party of 
the first part shall pay or cause to be paid unto the 
said party of the third part the sum of two hundred 
thousand dollars together with all arrearages of the 
said annual sum of twelve thousand five hundred dol¬ 
lars payable as aforesaid up to the time of such pay¬ 
ment then the payment of the said annual sum of twelve 
thousand five hundred dollars aforesaid shall cease and 
determine and all the interest of the said party of the 
third part in the said lease first herein recited shall 
then vest absolutely in the said party of the first part. 

Eighth .—At the expiration of two years from the 
date hereof the said sum of two hundred thousand dol¬ 
lars shall become absolutely due and payable by the 
said party of the first part to the said party of the 
third part And in case at any time within the said 
period the said party of the first part shall make de¬ 
fault in the payment of any of the said monthly pay¬ 
ments for the space of ten days after any such payment 
shall fall due then the said sum of two hundred thou¬ 
sand dollars shall at the option of the said party of 
the third part become forthwith due and payable by 
the said party of the first part to the said party of 
the third part and payment of the said sum of two 
hundred thousand dollars together with all the unpaid 


Ex. A—Lease No. 8, Empire Pass. Ry. Co. ( Supp .) 171 

monthly installments of the said annual sum of twelve 
thousand five hundred dollars with the interest thereon 
may be enforced at once and whenever the said sum 
of two hundred thousand dollars shall so as aforesaid 
become due and payable under any provision of this 
lease and a writ be issued for the collection thereof 
an attorney’s commission of two per cent, upon the 
said sum of two hundred thousand dollars shall be 
payable and be recovered in the suit* therefor in addi¬ 
tion to all moneys so as aforesaid then due besides 
costs of suit Provided always nevertheless That the 
payment of the said sum of two hundred thousand dol¬ 
lars whether voluntary or otherwise as aforesaid shall 
not be deemed or taken to release or discharge the 
said parties of the first and second parts or either of 
them from any of the covenants or obligations of this 
agreement except as to the payment of the said annual 
sum of twelve thousand five hundred dollars which 
payment shall cease whenever the said sum of two 
hundred thousand dollars and all arrearages shall be 
paid as aforesaid. 

Ninth .—In case the said party of the first part 
shall fail to pay to the said party of the third part 
any of the said monthly payments of ten hundred and 
forty-one dollars and sixty-six and two-thirds cents for 
the space of ten days after any such payment shall fall 
due or if the said sum of two hundred thousand dollars 
shall not be paid when it shall become due under any 
provision of this agreement then at the option of the 
party of the third part to be signified by a resolution 
of its board of directors this agreement shall abso¬ 
lutely cease and determine save as is hereinafter pro¬ 
vided and the said party of the third part shall have 
the right to re-enter and take entire possession of the 
said Empire Road with all the appurtenances and 
rights granted to and vested by the lease first herein 


172 Ex. A—Lease No. 8, Empire Pass. Ry. Co. ( Supp .) 

recited in the lessees therein named and as if the said 
party of the third part had been the sole original 
lessee: Provided however That in such event no such 
abrogation shall relieve the party of the first part 
hereto from its liability for any of the said unpaid 
monthly installments which shall have then become due 
nor from its covenant to assume the payment of the 
whole of the said amount of two hundred thousand 
dollars of bonds so as aforesaid issued by the said 
party of the second part nor shall such abrogation re¬ 
vive any present liability of the party of the third 
part to the party of the second part for or by reason 
thereof or of any matter of account or otherwise now 
subsisting between them it being the intention of this 
agreement that the party of the third part shall as 
between the parties hereto be forever released and 
discharged therefrom. 

Tenth .—In case any proceeding shall be instituted 
or steps taken by the parties of the first and second 
part hereto or either of them or by any one acting for 
them or by or with their connivance or procurement 
towards the avoidance or setting aside of the said 
lease first herein recited or if the same shall be set 
aside or annulled or the property therein demised or 
any part thereof be given up or surrendered by the 
party of the first part or taken away by virtue of legal 
proceedings or otherwise then the said sum of two 
hundred thousand dollars shall at the option of the 
said party of the third part forthwith become due and 
payable it being the intention of this agreement that 
the party of the first part shall not only defend the 
said lease and the property thereby demised against. 
all attempts to avoid or impair the same but that they 
shall absolutely warrant the validity and continued 
existence of the said lease. 


Ex. A—Lease No. 8, Empire Pass. Ry. Co. ( Supp.) 173 

Eleventh .—If any proceeding shall be at any time 
instituted for the collection of the said bonds of the 
party of the second part or of any of them either by 
foreclosure of the mortgage given to secure the same 
or otherwise then the said sum of two hundred thou¬ 
sand dollars shall at the option of the said party of 
the third part become forthwith due and payable 
Provided however That such payment shall not relieve 
the said party of the first part from its duty to pay 
the whole amount due on said bonds and the interest 
thereon nor in any way affect the release of the said 
party of the third part from all liability to pay or 
provide for the extension of the said bonds as contained 
in the fifth provision of this agreement. 

Twelfth .—In and by a certain agreement made the 
nineteenth day of July A. D. 1877 between the said 
Empire Passenger Railway Company The Citizens ’ 
Passenger Railway Company The Seventeenth and 
Nineteenth Streets Passenger Railway Company of the 
first part and The Thirteenth and Fifteenth Streets 
Passenger Railway Company of the second part cer¬ 
tain covenants and agreements were made between the 
parties thereto and certain penalties therein stated 
were imposed upon The Citizens ’ Passenger Railway 
Company in case any of the said covenants should be 
broken or remain unperformed Now it is hereby 
agreed that the party of the first part hereto shall 
assume all the liabilities of this last-mentioned agree¬ 
ment and pay all the penalties which may be imposed 
upon the party of the third part hereto in case any of 
the said covenants of the said agreement shall be 
broken or remain unperformed and shall and will in¬ 
demnify and save harmless the said party of the third 
part from and against all suits and proceedings pen¬ 
alties costs expenses claims and demands which shall 
in any manner arise out of the said agreement or any 


174 Ex. A—Lease No. 8, Empire Pass. Ry. Co. ( Supp.) 

violation or alleged violation thereof Provided how¬ 
ever That nothing herein contained shall in anywise 
affect the liability of the said party of the third part 
by virtue of the second stipulation of the said agree¬ 
ment which said stipulation concerns only conditions 
agreed to be performed by the said party of the third 
part hereto in and about the conduct and operation of 
its own road And Provided further That nothing herein 
contained shall be construed as an admission by the 
party of the first part that the said agreement of July 
19th 1877 has any binding effect whatever upon the 
Seventeenth and Nineteenth Streets Passenger Rail¬ 
way Company its successors and assigns nor to pre¬ 
vent the same from being contested by any one. 

Thirteenth. —The said party of the first part shall 
upon the execution of this agreement pay to the party 
of the second part the sum of forty-two thousand six 
hundred and eighty-seven dollars and forty-three cents 
which sum includes the amount now appearing by its 
account with the party of the second part as hereto¬ 
fore reserved to provide a sinking fund for payment 
of the said bonds and is in full settlement with the 
party of the second part hereto up to and including 
the twentieth day of December Anno Domini 1887. 

Fourteenth. —Nothing contained in the thirteenth 
provision of this agreement shall be so construed as 
in any manner to affect the party of the third part 
nor shall any breach of such provision affect alter or 
impair any covenant or provision of this agreement 
which is to the advantage of the party of the third 
part or which shall be deemed by it so to be. 

Fifteenth. —The said parties of the first and second 
parts agree with the said party of the third part that 
it shall have the right to continue and use the tracks 
on Twelfth street from Susquehanna avenue to Colonna 


Ex. A—Lease No. 8, Empire Pass. Ry. Co. ( Supp .) 175 

street leading into the depot erected at the north-west 
corner of Twelfth street and Susquehanna avenue and 
this shall be taken to be an irrevocable license to use 
the said tracks so long as it may be convenient to the 
party of the third part to maintain its said depot at 
the said place this license being part of the considera¬ 
tion inducing the party of the third part to enter into 
this agreement. 

Sixteenth .—This agreement shall take effect on the 
first day of January Anno Domini one thousand eight 
hundred and eighty-eight (1888). 


In Witness Whereof The several parties hereto 
have caused their corporate seals to be hereunto set 
the day and year first herein named. 

Union Passenger Railway Company of 
Philada. by 

W. H. KEMBLE, 


[seal] 

Attest: 

J. B. Peddle, 

Secretary. 

Citizens’ Passenger Railway 

CHAS. E. 


President. 


Company, by 
ELLIS, 


[seal] President. 

Attest: 

John Q. Adams, 

Secretary. 

Empire Passenger Railway Company, by 
JAMES McMANES, 


[seal] President. 

Attest: 

John Q. Adams, 

Secretary. 


Sealed and delivered in presence of us: 
John Q. Adams, 

J. B. Peddle. 


176 Ex. A—Lease No. 9, Empire Pass. Ry. Co. ( Supp .) 
LEASE NO. 9. 


Release and Assignment. 

The Citizens Passenger Railway Company of Phila¬ 
delphia to The Union Passenger Railway Company 
of Philadelphia. 

To All to Whom these Presents shall Come The 
Citizens Passenger Railway Company of Philadelphia 
sends Greeting. Whereas The Union Passenger Rail¬ 
way Company of Philadelphia of the First Part, The 
Empire Passenger Railway Company of Philadelphia, 
of the Second Part, and The Citizens Passenger Rail¬ 
way Company of Philadelphia, of the Third Part, made 
with each other a certain Agreement, bearing date the 
Twenty-eighth day of December A. D. 1887. And 
Whereas by the second clause of the said agreement, 
The Union Passenger Railway Company of Philadel¬ 
phia agreed to pay to the Citizens Passenger Railway 
Company of Philadelphia the sum of Twelve thousand 
live hundred ($12,500) dollars per annum in even and 
equal monthly payments of One thousand and forty 
one dollars, sixty-six and two-thirds cents 
($1,041.66 2/3) on the First day of each and every 
month beginning with the First day of February A. 
D. 1888, without defalcation, deduction or abatement 
for or by reason of taxes, charges, assessments, set off 
or claim of any kind whatsoever. And Whereas by 
the Seventh clause of the said Agreement it was pro¬ 
vided and agreed that if at any time thereafter the 
Union Passenger Railway Company of Philadelphia 
should pay or cause to be paid unto the Citizens Pas¬ 
senger Railway Company of Philadelphia, the sum of 
Two hundred thousand ($200,000) dollars, together 
with all arrearages of the said annual sum of Twelve 
thousand five hundred ($12,500) dollars, payable as 
aforesaid up to the time of such payment, then the 


Ex. A—Lease No. 9, Empire Pass. Ry. Co. (Supp.) 177 

payment of the said annual sum of Twelve thousand 
hve hundred ($12,500) dollars as aforesaid, should 
cease and determine and all the interest of the Citi¬ 
zens Passenger Railway Company, of Philadelphia, m 
the Lease of the Railway of the Empire Passenger 
Railway Company of Philadelphia (which said Lease 
bears date the Twenty-sixth day of December A. 1). 
1873 and is fully recited in the said agreement) should 
then vest absolutely in the Union Passenger Railway 
Company of Philadelphia. And Whereas The Union 
Passenger Railway Company of Philadelphia has paid 
to the Citizens Passenger Railway Company of Phila¬ 
delphia, the said sum of Two hundred thousand 
($200,000) dollars together with all arrearages of the 
said annual sum of Twelve thousand five hundred 
($12,500) dollars, payable as aforesaid, up to this time, 
and has requested the Citizens Passenger Railway 
Company of Philadelphia to acknowledge the said pay¬ 
ment and to execute this formal Release. Now Know 
all Men by these Presents that the Citizens Pas¬ 
senger Railway Company of Philadelphia hereby 
acknowledges that the Union Passenger Railway Com¬ 
pany of Philadelphia has paid to it the said sum of 
Two hundred thousand ($200,000) dollars together 
with all arrearages of the said annual sum of Twelve 
thousand five hundred ($12,500) dollars. And the Citi¬ 
zens Passenger Railway Company of Philadelphia in 
consideration of the said payment and of the sum of 
One dollar to it now paid by the Union Passenger Rail¬ 
way Company of Philadelphia, doth hereby declare, 
make known and agree that the payment of the said 
annual sum of Twelve thousand five hundred ($12,500) 
dollars shall henceforth cease and be forever at an end, 
and the said Citizens Passenger Railway Company of 
Philadelphia doth hereby further assign, transfer and 
set over unto the said Union Passenger Railway Com¬ 
pany of Philadelphia, their successors and assigns, all 


178 Ex. A—Lease No. 9, Empire Pass. Ry. Co. ( Supp.) 

the right title and interest of the Citizens Passenger 
Railway Company of Philadelphia of in and to the said 
Lease of the railway of the Empire Passenger Railway 
Company of Philadelphia, bearing date the Twenty 
sixth day of December A. D. 1873 as aforesaid, and 
all the rights, remedies, incidents, privileges, income, 
profits and appurtenances whatsoever, unto the said 
Lease, appertaining or in any manner arising there¬ 
out or accruing therefrom. Provided always never¬ 
theless that nothing herein contained shall be deemed 
or be taken to release or discharge the Union Passenger 
Railway Company of Philadelphia or the Empire Pas¬ 
senger Railway Company of Philadelphia or either 
of them from any of the covenants or obligations ,of 
the said agreement of December 28th, 1887, except as 
to the payment of the said annual sum of Twelve thou¬ 
sand five hundred ($12,500) dollars which payment is 
henceforth to cease and be forever at an end. 

In Witness Whereof the Citizens Passenger Rail¬ 
way Company of Philadelphia has caused its Corporate 
Seal to be hereunto set this Thirty first day of Mav 
A. D. 1889. 

CHAS. E. ELLIS, 

[seal] President. 

Attest: 

John Q. Adams, 

Secy. 


Exh. A—Lease No. 10, Union Pass. Ry. Co. 179 

LEASE NO. 10. 


Lease of the Union Pass. R. W. Co. to the Philadelphia 
Traction Co. 

This Agreement made this Thirtieth day of June 
A. D. 1884 between the Philadelphia Traction Coinpany 
of the First Part and the Union Passenger Railway 
Company of Philadelphia of the Second Part. 

Whereas The Empire Passenger Railway Com¬ 
pany is a Corporation dnly incorporated nnder the laws 
of this Commonwealth, with certain rights, privileges, 
and franchises, including, inter alia f the right to lay 
down, construct, maintain, and operate, a Passenger 
Railway on, upon, and along, certain streets in the 
City of Philadelphia, 

And Whereas, by a certain Indenture of Lease 
bearing date the 26th day of December 1873, modified 
and explained by Resolutions enacted on the 7th, 12th, 
and 14th days of April 1875, the railway of the said 
Empire Passenger Railway Company on Twelfth and 
Sixteenth Streets, and the connections thereof as then 
constructed, and all such extensions thereof both North¬ 
wardly and Southwardly, as might thereafter be made, 
with all the rights belonging to it to make connections 
with other roads both Eastwardly and Westwardly to¬ 
gether with all the rights, powers, franchises, and 
privileges which might at any time be lawfully exer¬ 
cised and enjoyed in and about the use, management, 
maintenance, renewal, extension, alteration, or im¬ 
provement of said railway and appurtenances, were 
demised to the Citizens’ Passenger Railway Company 
and to the Seventeenth and Nineteenth Streets Pas¬ 
senger Railway Company, for the term of Nine hundred 
and ninety-nine (999) years, upon the terms and con- 



180 Exli. A—Lease No. 10, Union Pass. Ry. Co. 

ditions in said Indenture set forth, and upon, and sub¬ 
ject to, all the covenants and agreements therein en¬ 
tered into by and between the said lessor and lessee, 

And Whereas, the Seventeenth and Nineteenth 
Streets Passenger Railway Company of Philadelphia 
is a corporation duly incorporated under the laws of 
this Commonwealth, with certain rights, privileges, and 
franchises, including, inter alia, the right to lay down, 
construct, maintain and operate a passenger railway 
on, upon, and along, certain streets in the City of 
Philadelphia, 

And Whereas, by certain agreements and cove¬ 
nants, including inter alia, one bearing date the Nine¬ 
teenth (19) day of July 1877, between the said last two 
mentioned Companies and the Citizens ’ Passenger 
Railway Company, and the Thirteenth and Fifteenth 
Streets Passenger Railway Company, certain addi¬ 
tional rights are vested in the said The Seventeenth 
and Nineteenth Streets Passenger Railway Company, 
and in the said Citizens ’ Passenger Railway Company, 

And Whereas, by a certain Indenture of Lease 
bearing date the First day of July A. D. 1879, the rail¬ 
road then owned and operated by the said The Seven¬ 
teenth and Nineteenth Streets Passenger Railway Com¬ 
pany, and as it might at any time thereafter be located, 
constructed, and extended, together with all and every 
the sidings, appurtenances, railways, rights of way, 
depot grounds, lands and tenements, stables, shops, and 
other structures of every kind and description, and 
all horses, mules, and live stock, harness and equip¬ 
ment, stable furniture, cars, sleighs, wagons, and other 
vehicles, and generally all the personal property be¬ 
longing to the said Company, and all rights, privileges, 



Exli. A—Lease No. 10, Union Pass. Ry. Co. 181 

and franchises connected therewith or relating to said 
railroad, or any part thereof, or to the construction, 
maintenance, use, relocation or operation of the same, 
as fully as they then were or might thereafter be 
vested in said Company, were demised to the Conti¬ 
nental Passenger Railway Company of Philadelphia, 
for the term of Ninety-nine (99) years, upon the terms 
and conditions in said Indenture set forth and subject 
to all the covenants and agreements therein entered 
into by and between the said lessor and lessee. 

And Whereas, a certain right to connect the rail¬ 
way of the said The Continental Passenger Railway 
Company, with that of the Empire Passenger Railway 
Company, at the intersections of Twelfth and Filbert 
and Twelfth and Sansom Streets, and to run the cars 
of the former Company, in a Southwardly direction 
from Filbert to Sansom Street, was vested, upon cer¬ 
tain terms, in the former Company, by virtue of Reso¬ 
lutions of the Board of Directors of the Citizens’ Pas¬ 
senger Railway Company, and of The Seventeenth and 
Nineteenth Streets Passenger Railway Company. 

And Whereas, The Continental Passenger Rail¬ 
way Company of Philadelphia is a Corporation duly 
incorporated under the laws of this Commonwealth, 
with certain rights, privileges, and franchises, includ¬ 
ing, inter alia, the right to lay down, construct, main¬ 
tain and operate, a Passenger Railway upon and along 
certain streets in the City of Philadelphia. 

And Whereas, The said The Continental Passen¬ 
ger Railway Company became possessed, inter alia, of 
6090 shares of the capital stock of the Empire Passen¬ 
ger Railway Company, and of Ten thousand (10,000) 
shares of the capital stock of the Seventeenth and 
Nineteenth Streets Passenger Railway Company. 


182 Exit. A—Lease No. 10, Union Pass. Ry. Co. 

And Whereas, by virtue of an agreement between 
the said Continental Passenger Railway Company and 
the Union Passenger Railway Company of Philadel¬ 
phia, bearing date the Ninth day of February 1876, a 
right to connect the railway of the latter Company 
with that of the former Company, on Seventh Street 
between Filbert Street and Sansom Street, and to run 
its cars along said Seventh Street between the points 
named, upon certain terms therein set forth, was con¬ 
ferred. 

And Whereas, The Union Passenger Railway 
Company is a Corporation duly incorporated under 
the laws of this Commonwealth, with certain rights, 
privileges and franchises, including, inter alia, the 
right to lay down, construct, maintain and operate, a 
Passenger Railway upon and along certain streets in 
the City of Philadelphia and to carry passengers over 
the same at such rates of toll as may by it be estab¬ 
lished. 

And Whereas, by a certain Indenture of Lease 
made the Twenty-sixth day of May 1880, but intended 
to take effect as of the First day of January 1880, all 
and singular the railroads then owned, leased and op¬ 
erated, by the Continental Passenger Railway Com¬ 
pany, or as the same might at any time thereafter be 
located, constructed or extended, together with all and 
every the sidings, appurtenances, railways, rights of 
way, depot grounds, lands and tenements, stables, 
shops, and other structures of every kind and descrip¬ 
tion, and all harness, horses, mules and live stock, and 
equipment, stable furniture, cars, sleighs, wagons, and 
other articles, and generally all the personal property 
belonging to or possessed by the said The Continental 
Passenger Railway Company, and all rights, privi¬ 
leges, and franchises connected with or relating to the 
demised railroads, and every part thereof, and to the 


Exh. A—Lease No. 10, Union Pass. Ry. Co. 18.‘1 

construction, maintenance, use, re-location, and oper¬ 
ation of the same, as fully and absolutely as the same 
then were or might thereafter be vested in said Com¬ 
pany, were demised to the Union Passenger Railway 
Company for the term of Ninety-nine (99) years, upon 
the terms and conditions in said Indenture set forth, 
and upon and subject to all the covenants and agree¬ 
ments therein entered into by and between the lessor 
and lessee. 

And Whereas, by virtue of said Indenture of 
Lease, there was transferred by the said Continental 
Passenger Railway Company to the said The Union 
Passenger Railway Company, Six thousand and ninety 
(6090) shares of the stock of the Empire Passenger 
Railway Company, and Ten thousand (10,000) shares 
of the stock of the Seventeenth and Nineteenth Streets 
Passenger Railway Company, upon the condition that 
the same should be held by said Passenger Railway 
Company, during said term of ninety-nine (99) years, 
and should not be sold, assigned, transferred or 
pledged, in whole or in part, without the consent of 
the stockholders of the Continental Passenger Railway 
Company, first had and obtained, and upon the further 
condition that at the end of said term the said shares, 
or the proceeds of their sale, if sold with said consent, 
should be delivered to the said The Continental Pas¬ 
senger Railway Company, its successors or assigns. 

And Whereas, by virtue of said Indenture, the 
said The Union Passenger Railway Company became 
possessed of all the cars, harness, horses, and other 
personal property then in use by the said The Conti¬ 
nental Passenger Railway Company, upon its own road 
and upon all roads of which it was the lessor, and also 
the exclusive right to run cars on the road of the said 
The Continental Passenger Railway Company, and 
upon all roads of which it was the lessee. 


184 Exh. A—Lease No. 10, Union Pass. Ry. Co. 

And Whereas, by virtue of said Indenture, the 
said The Union Passenger Railway Company, cove¬ 
nanted to pay to and distribute amongst the stockhold¬ 
ers of the said Continental Passenger Railway Com¬ 
pany, entitled to receive the same, on the Thirtieth day 
of June 1880, the sum of Two Dollars and a half per 
share on each share of stock then existing, and semi¬ 
annually thereafter the sum of Three Dollars on each 
of said shares; and further covenanted to assume the 
interest of all the incumbrances on real estate of said 
lessor and of its leased roads, and to pay the accruing 
interest on bonds of the lessor amounting to $350,000, 
and on the bonds of the Seventeenth and Nineteenth 
Streets Passenger Railway Company, amounting to 
$100,000, and on $100,000 of the bonds of the Empire 
Passenger Railway Company, and all taxes and water 
rents assessed on said real estate, franchises, stock 
dividends, earnings, and license fees on each car run, 
and all liabilities of said lessor then existing; and fur¬ 
ther covenanted to keep the property leased in good 
repair and so to surrender the same; and further cove¬ 
nanted to pay to said lessor on the Thirty-first day of 
December 1880, and annually thereafter the sum of 
Fifty Dollars, and further covenanted to pay at the 
end of the lease to the lessor the sum of One hundred 
and seven thousand six hundred and eight dollars and 
seventy-five cents as the ascertained value of the 
horses, sets of harness, and cars of the said lessor un¬ 
less an equal number and value of such horses and 
articles were delivered cotemporaneously with such 
ending of said lease. 

And Whereas, The said Union Passenger Railway 
Company is now running and operating its own rail¬ 
road and the railroads and other properties of which it 
is the lessee. 


Exh. A—Lease No. 10, Union Pass. Ry. Co. 185 

And Whereas, The Philadelphia Traction Com¬ 
pany is authorized to construct, maintain, and operate 
motors and cables and the necessary apparatus and me¬ 
chanical fixtures for applying and operating the same, 
for the traction of the cars of Passenger Railway Com¬ 
panies, with the consent of the latter, and to enter into 
contracts with such Companies for such construction, 
maintenance and operation. 

And Whereas, The said The Union Passenger 
Railway Company is desirous to provide for the trac¬ 
tion of its cars and of those of the Railway Companies 
leased to it as aforesaid, upon, and along the Railways 
owned and leased by it, and upon such as may here¬ 
after be held by it as owner or lessee, by said cables, 
motors, and apparatus, but is without the facilities for 
constructing and operating said machinery. 

And Whereas, It has requested the said Traction 
Company, to provide for it the appliances necessary 
for such traction and to operate the same. 

And Whereas, The said Traction Company has 
agreed to comply with said request upon the terms and 
conditions hereinafter set forth, it being understood 
that a part shall be cabled at once and the residue as 
soon as practicable thereafter, and that to insure the 
proper operation of the cabled portion the whole line, 
as well that leased as that owned by the said Railway 
Company, must be put in the exclusive charge of the 
Traction Company. 

And Whereas, The present agreement has been 
approved by the Boards of Directors of the several 
Companies, duly met for the consideration thereof, 
and has further been approved by the stockholders of 
the parties duly assembled after due notice. 


186 Exh. A—Lease No. 10, Union Pass. Ry. Co. 

Now this- Agreement Witnesseth: That the par¬ 
ties hereto in consideration of mutual promises and of 
the sum of One Dollar by each to the other respectively 
paid, do covenant, promise and agree, to and with each 
other, as follows: Each binding itself, its successors 
and assigns, to the other its successors and assigns, it 
being intended that the benefits of all covenants shall 
inure to successors and assigns as well as to the orig¬ 
inal parties, and that performance shall be permitted 
by successors and assigns as well as by the original 
parties. 

1. This agreement is to continue for the full space 
and term of Nine hundred and ninety-nine years, and 
during said term shall bind the parties without any 
right in either Company to revoke the same without the 
written consent of the other. Each agrees not to re¬ 
voke the same, or to do anything prejudicial to, or 
interfering with, the execution thereof. 

2. The Traction Company will forthwith, with all 
reasonable speed, lay and construct sufficient cables, 
motors and necessary apparatus to provide for the 
traction of the cars of the railway company along 
Franklin Street from Columbia Avenue, South to Sev¬ 
enth Street, thence along Seventh Street to Market 
Street and also along Ninth Street from Market Street 
to Spring Garden Street, and along Spring Garden 
Street to Seventh Street, thence along Seventh Street 
from Spring Garden Street to Columbia Avenue with 
a double track from Market Street Ferry to Ninth 
Street thus completing a line from Fairmount Park to 
Market Street Ferry. 

It will also fully equip the same, using the present 
equipments or its proceeds, or both, as far as may 
be convenient. It must keep an accurate account of its 
expenditures in and about said work, which it agrees 



Exin. A—Lease No. 10, Union Pass. By. Co. 187 

to do with all possible economy, charging therefor 
the actual cost only. The account shall be settled by 
the Boards of Managers of the two Companies, or by 
such persons as they shall nominate for the purpose. 
In case of dispute, or misunderstanding, concerning 
the accuracy and truthfulness of the accounts, the same 
shall be conclusively determined and ended by the vote 
of the majority of the arbitrators whose appointment 
is hereinafter provided for. 

The Railway Company will execute and deliver its 
bonds in suitable denominations, secured by a Mort¬ 
gage of its franchises and property, sufficient to pay all 
amounts which shall be expended by the Traction Com¬ 
pany in such construction. The proceeds of the sales 
of these bonds, made as work progresses, shall be paid 
over to the Traction Company in payment therefor. 
Such payments shall continue until the whole indebted¬ 
ness to it shall be fully liquidated. Such Bonds and 
Mortgages, as they fall due, shall be renewed, and the 
Railway Company will exercise all its franchises neces¬ 
sary to permit the valid execution and delivery of said 
Bonds and Mortgages, and all renewals thereof, and 
of existing Bonds and Mortgages. 

3. The Traction Company hereafter shall act as 
operator of the cars of the Railway Company. As such 
operator, under the control of the latter, exercisable 
however, only so far as it shall be necessary to compel 
the faithful exercise of its duty to carry passengers 
and the performance of this contract, it shall provide 
for the traction of such passengers along Hie Railway 
and Railways owned and now leased by said Railway 
Company’s, constructed and to be constructed, by 
cables and motors and by such other means and appli¬ 
ances as shall be lawful, and shall construct, maintain, 
and operate the cars necessary for such traction. 


188 Exh. A—Lease No. 10, Union Pass. Ry. Co. 

4. The Traction Company shall hereafter con¬ 
struct, maintain, and operate, such cable motors and 
apparatus with, necessary equipments, as shall be re¬ 
quired for the traction of Railway Companies* cars 
along such other parts of its railways owned by or 
leased to it as shall be mutually agreed upon from 
time to time hereafter. It being understood that such 
additional construction shall only be made with the 
assent of both of the parties hereto; and also that 
where the same shall be upon the line of railway of any 
company of which the Union Passenger Railway Com¬ 
pany is only the lessee, such construction and expen¬ 
diture must be with the assent also of the Corporation 
owning the railway, so far as any portion of such ex¬ 
pense of construction is required to be secured by its 
bonds. 

Such construction shall be made, and paid for, 
in the manner hereinafter provided for in case of the 
portion of railway stipulated to be immediately sup¬ 
plied with cables and motors, saving that where such 
construction is upon the line of railway of any such 
Corporation lessor the payment shall be by the execu¬ 
tion and delivery of the Bonds of the latter Company, 
secured by a Mortgage of its franchises, and shall be 
subject to the right of said Company, in any settle¬ 
ment of accounts fixing the cost thereof,' to take part 
by its Board of Managers, with the Boards of Mana¬ 
gers of the parties hereto, in ascertaining the amount 
to be paid. In case of any disagreement in such as¬ 
certainment the amount of expenditure, so far as the 
same is to .be charged against said Company owning 
said line of railway, shall be determined by arbitra¬ 
tors to be appointed, one by the said Traction Com¬ 
pany, and the other by such Corporation owner, in¬ 
stead of by the said The Union Passenger Railway 
Company. 



Exh. A—Lease No. 10, Union Pass. Ry. Co. 189 

5. The Traction Company will hereafter supply, at 
its own cost and charge, such cars, harness, and horses, 
as shall be necessary, in addition to those now owned 
by the Railway Company, to perform, in a proper 
manner, the duty of transportation incumbent upon 
the latter. The same thus supplied shall be the prop¬ 
erty of the Traction Company. 

6. The cables, motors, and necessary apparatus, 
after they have been constructed in the manner here¬ 
inbefore provided for, and all cars, horses, and har¬ 
ness, shall be kept and maintained in their present con¬ 
dition at the expense of the Traction Company. The 
Railway now constructed shall be kept in its present 
condition, at the cost and charge of said Traction 
Company, which shall also, at its cost and charge, do 
whatever said Railway Company is bound to do in the 
way of repairs to the streets upon which said Rail¬ 
ways are or shall be constructed. And any judgment 
of a Court of competent jurisdiction against said Rail¬ 
way Company shall be conclusive of the liability of the 
Traction Company as to this, though it may not be a 
party to said suit. 

7. Betterments shall hereafter be made and con¬ 
structed by the Traction Company, as the same shall 
be agreed upon hereafter, in the way and manner here¬ 
inbefore provided for in the case of new cables and 
motors. The cost of the same shall be paid to the 
Traction Company in the way and manner herein¬ 
before provided for in the case of such construction of 
cables and motors. Within the term “betterments’’ 
shall be comprised all construction other than replace¬ 
ments, such as extension of Railways, new buildings 
and alterations and improvements, of existing Rail¬ 
ways and buildings. 


190 Exh. A—Lease No. 10, Union Pass. By. Co. 

8. All mules, horses and live stock, cars, wagons, 
vehicles, harness, equipments, furniture, fixtures, tools 
and appliances, hay, feed, etc., and generally all the 
personal property of every sort and kind now belong¬ 
ing to the Railway Company shall be appraised by two 
appraisers to be appointed one by each of the parties 
hereto, and in case of dispute by three appraisers, a 
third being appointed by the two first appointed; it 
being understood however that as to the supplies for 
consumption the same shall be taken as to the quan¬ 
tity and value according to the inventory which will 
be made out on the 30th day of June, 1884, by the 
Railway Company. The same shall be forthwith de¬ 
livered to the Traction Company, which shall be here¬ 
after at liberty to use the same (or their proceeds) 
without charge in operating the said Railway. In case 
of the termination of this contract for any cause, the 
Traction Company shall pay to the Railway Company 
the amount of said appraisement with interest only 
from the time of such termination. Provided, lioivever, 
that a credit shall be allowed to it for such part of 
said amount as shall have been expended in better¬ 
ments or new construction, and for the value, to be as¬ 
certained by a like appraisement, of like articles fur¬ 
nished by said Traction Company, which shall be in 
use upon said Railway and its leased lines at the time 
of such termination. In case of dispute, the decision 
of a majority of such appraisers shall be final. If 
either party, after ten days’ notice in writing, shall fail 
to appoint an appraiser, the one appointed by the other 
shall act with all the powers herein conferred upon the 
three. 

9. The traction of cars and all work incidental 
thereto, shall be exclusively done by, and at the cost 
and charge of, the said Traction Company, who shall 
employ and discharge and pay, the wages of the nec- 




Exh. A—Lease No. 10, Union Pass. Ry. Co. 191 

essary employees, who shall be under its control and 
management. The Traction Company will maintain 
the cars, rolling stock, tools, and appliances, of said 
Railway Company in first-class order, and will man¬ 
age and effectually operate said Railway, and all leased 
Railways, with a full, proper, and efficient equipment, 
and with skillful and competent employees, so that in 
case of the termination of this contract said Railways 
may at once be turned over in good running order 
and in their present state of efficiency and repair. Said 
Company shall have such exclusive charge and con¬ 
trol of the property (other than cash on hand upon the 
30th day of June, 1884, open book accounts, bills re¬ 
ceivable, and securities for money) real and personal 
of the Railway Company, owned by and leased to it, 
including the branches, extensions, sidings, turnouts, 
tracks, rights of way, land, machinery, fixtures, depots, 
stables, shops, stations, buildings, structures, improve¬ 
ments, tenements, and hereditaments now acquired and 
hereafter to be acquired; also all horses, cars, rolling 
stock, tools, implements, machines, harness, equip¬ 
ments, stable furniture, etc., etc., and all its rights, 
powers, and privileges during the term of this con¬ 
tract as shall enable it to perform its contract promptly 
and without molestation or hindrance. The Traction 
Company shall effect, and maintain, insurance to a 
proper amount, upon the property over which it thus 
assumes control. 

10. The Railway Company shall be indemnified 
and saved harmless from all costs, charges and ex¬ 
penses, arising from the operation of its Railway, and 
the running of its cars. 

11. All its executory contracts for work and sup¬ 
plies, entered into prior to the 30th of June, 1884, shall 
be assumed by the Traction Company, which shall be 
entitled to the benefits thereof. All debts owing upon 


192 Exh. A—Lease No. 10, Union Pass. Ry. Co. 

executed contracts, or upon executory contracts par¬ 
tially performed to the extent that the same had been 
performed on said day, shall be paid by the Railway 
Company. All judgments on that day entered, or 
since, or which may be recovered hereafter, against 
the latter Company, for any injuries to persons or 
property, which occurred prior to the 30th day of 
June 1884, must be paid by it. 

12. Modifications in the present rates of fares 
shall not be made by the Railway Company without the 
written assent of the Traction Company. 

13. Within the term “Railway,” of the Railway 
Company, is to be included, all railways now con¬ 
structed or hereafter to be constructed, now owned or 
operated by it, or which may be hereafter owned or 
operated by it, and also all railways now leased to it. 
Provided that the control of these railways shall be 
assumed upon the terms of paying all liabilities there¬ 
for, saving the principal of any bonded indebtedness 
or incumbrances upon real estate and upon the cove¬ 
nant that the Traction Company will indemnify the 
said Railway Company against the same, it being 
understood however that the obligation of the said 
The Union Passenger Railway Company, to pay for 
horses, cars, equipments, etc., etc., to any Corporation 
lessor is merged by, and included in the obligation by 
the Traction Company to pay the appraised value of 
said property in the manner hereinabove provided 
for. 


14. The said railway agrees that it will not, at any 
time, without the consent of said Traction Company, 
make any sale, pledge or transfer, of the whole, or any 
part, of the Six thousand and ninety shares of the capi¬ 
tal stock of the Empire Passenger Railway Company 
or of the ten thousand shares of the capital stock of 


Exh. A Lease No. 10, Union Pass. Ry. Co. 193 

the Seventeenth and Nineteenth Streets Passenger 
Railway Company, held by it in the way and manner 
above recited, without the written assent of the said 
Traction Company, and that it, the said Railway Com¬ 
pany, will cause to be endorsed upon the, Certificates 
of said shares such restriction upon its power to sell, 
pledge and transfer. All dividends, of every sort and 
kind, which, at any time, may be declared, or paid, on 
said shares, during the time they are held by said Rail¬ 
way Company under the provisions of this agreement, 
shall be paid to the said Traction Company, as though 
it were the owner thereof. 

15. All the receipts of the operations of said Rail¬ 
way, and of its leased lines, after the 30th day of 
June 1884, shall be collectible by said Traction Com¬ 
pany, without liability to account, therefor, and shall 
be used by it, after payment thereout of the following 
sums of money, for its own sole and exclusive use:— 

It shall pay thereout to the said The Union Pas¬ 
senger Railway Company, for the term of two years, 
the first payment to be made on the 31st day of De¬ 
cember 1884, and semi-annually thereafter on the 30th 
day of June ^nd the 31st day of December of each and 
every year, the last payment falling due on the 30th day 
of June, 1886, the sum of 135,500 Dollars, and there¬ 
after it shall pay thereout, during the term of this 
lease, in equal semi-annual payments on said 30th day 
of June and 31st day of December of each and every 
year, the first payment falling due on the 31st day of 
December 1886, the sum of 143,000 Dollars. 

It shall also pay thereout on the 31st day of De¬ 
cember 1884, and shall distribute amongst the stock¬ 
holders of the Continental Passenger Railway Com¬ 
pany, entitled to receive the same according to a list 
to be furnished by said Railway Company, at least 
Thirty days prior to the time of payment, the sum of 


194 Exh. A—Lease No. 10, Union Pass. By. Co. 

Three Dollars on each share of the stock of the said 
the Continental Passenger Railway Company (the total 
issue thereof being 20,000 shares) and semi-annually 
thereafter it shall pay out and distribute to said stock¬ 
holders a like amount, it being agreed that if, for any 
reason, personal payments by the said Union Passen¬ 
ger Railway Company of said sums shall be necessary, 
the funds with which to make the same shall be paid 
over to it in due time, on said days, by said Traction 
Company. 

It shall also pay thereout to the Empire Passenger 
Railway Company such sums as under any of the above 
recited agreements shall become payable to it. 

It shall also pay thereout to the Seventeenth and 
Nineteenth Streets Passenger Railway Company, on 
the 30th day of June and the 31st day of December of 
each and every year during the continuance of the lease 
above recited, the sum of Seventy-five hundred dollars 
the first payment being payable on the 31st day of De¬ 
cember 1884. 

It shall also pay thereout the interest, as the same 
shall fall due subsequently to the 30th day of June 1884, 
with allowance for such portion of any periodical pay¬ 
ments as shall have run or accrued at said date upon 
the following bonds and encumbrances, it being under¬ 
stood that the duty to pay interest on the encumbrances 
and bonds of any Corporations lessor of the Union Pas¬ 
senger Railway Company, shall be terminated when 
the liability of the latter Company to pay the same un¬ 
der the terms of the several leases to it shall expire:— 

Interest on the above specified $100,000 of bonds 
of the Empire Passenger Railway Company, and upon 
all renewals and extensions thereof. 

Interest on encumbrances on the real estate of the 
Seventeenth and Nineteenth Streets Passenger Rail¬ 
way Company, aggregating $34,000, and upon its now 
outstanding bonds aggregating $100,000, and upon all 
renewals and extensions thereof. 


Exli. A—Lease No. 10, Union Pass. Ry. Co. 195 

Interest on the now outstanding bonds of the Con¬ 
tinental Passenger Railway Company, aggregating 
$350,000, and upon all renewals and extensions thereof. 

Interest on the now existing encumbrances upon 
the real estate of the Union Passenger Railway Com¬ 
pany, aggregating Thirty thousand Dollars, also the 
ground rent of $36 per annum and interest upon its now 
outstanding bonds aggregating Seven hundred and 
fifty thousand Dollars, and upon all renewals and ex¬ 
tensions thereof. 

Interest upon all bonds and mortgages which may 
hereafter be created for the “betterments” and new 
constructions, hereinbefore provided for. 

Said Traction Company shall also pay, out of its 
receipts, such other sums as are required to be paid 
under any of the above recited leases to any of the cor¬ 
porations lessor for organization expenses. 

It shall also pay thereout, from time to time as the 
same shall accrue, all taxes and water rents, not actu¬ 
ally paid for the year 1884, (with allowance of the pro¬ 
portionate part thereof for such portion of the year as 
shall have expired on the said 30th day of June 1884) 
and all which may be assessed hereafter on said Rail¬ 
way Corporation, and upon its real estate property, 
franchises, present capital stock, and dividends thereon, 
earnings and business and as license fees, saving only 
that it shall not be obliged to pay any tax in the nature 
of what is known as an “Income Tax” levied pursuant 
to Acts of the Congress of the United States. 

It shall also pay thereout, from time to time as the 
same shall accrue, all taxes and water rents in like 
manner upon the property, franchises, earnings and in¬ 
come of all railways and corporations lessor as above 
recited to such extent as the said Union Passenger 
Railway Company, may be liable therefor under the 
terms of said above recited leases, it being understood 
that the like principle of apportionment shall apply. 


196 Exh. A—Lease No. 10, Union Pass. Ry. Co. 

16. The Traction Company guarantees that its said 
receipts shall be sufficient to pay without deduction for 
any cause, all of said payments, and to meet ana dis¬ 
charge all the requirements of this agreement. It shall 
promptly, and punctually, make good all deficiencies 
out of its own funds, and will indemnify the said Union 
Passenger Railway Company, against all obligations 
assumed by it under any of the above recited leases, to 
the extent that said obligations are herein stated to 
have been assumed. 

17. The said Railway Company shall renew and 
extend, all bonds and mortgages, at the cost and ex¬ 
pense of the Traction Company, and shall issue others 
in lieu thereof, at or before maturity or shall pay the 
same. In case of such payment by it, interest at the 
then current rate shall be allowed it. The said Rail¬ 
way Company will also secure a renewal and extension 
of all bonds and mortgages upon its above recited 
leased lines of railway, and upon the property of such 
lessees, maturing during the period of any of the said 
leases, upon the like terms and conditions, and will 
compel the exercise by such lessor corporations of the 
franchises necessary to secure such renewal or exten¬ 
sion, and will also exercise its own franchises to the 
fullest extent necessary for the like results. If said 
Railway Company shall be legally unable to comply 
with this Clause, the breach shall be excused and no 
compensation shall be required for the same. 

18. Said Railway Company will do all in its power 
to secure renewals and extensions of the leases above 
set forth, which renewals and extensions shall inure to 
the benefit of the said Traction Company, upon the 
terms which are secured by said Railway Company, it 
being understood that said Traction Company shall 
consent to such renewal or extension. 


Exli. A—Lease No. 10, Union Pass. Ry. Co. 197 

19. The Traction Company shall, upon the expira¬ 
tion of any of the above recited leases, pay to the lessor 
corporation the amount specified in the lease by it as 
payable, in the way and manner therein stipulated for, 
as the equivalent of horses, cars, equipment &c., &c. 
For such sum thus paid, the bonds of the Union Passen¬ 
ger Kailway Company, properly secured if desired, 
shall be given to the Traction Company, payable, with¬ 
out interest, at the expiration of the term of the present 
lease, or at any earlier termination thereof. 

At the expiration of any lease the said Traction 
Company will surrender to the Corporation lessor all 
property to which the latter shall be entitled under the 
terms thereof, to the extent that such property, or the 
equivalent thereof, shall have passed to the Traction 
Company, by virtue of this agreement. 

20. The Railway Company shall and will, during 
the term of this contract, maintain its corporate exist¬ 
ence and organization, and at all times, and from time 
to time during the said term, when requested by the 
Traction Company, its successors or assigns, shall and 
will, put in force, and exercise, each and every cor¬ 
porate power, and do each and every corporate act 
which it might now or may at any time hereafter, law¬ 
fully put in force or exercise, to enable the Traction 
Company to enjoy and avail itself of, and exercise, 
every right, franchise and privilege in respect to the 
use, management, maintenance, renewal, extension or 
improvement of the premises hereby described, or in¬ 
tended so to be, or the business to be there carried on: 
The Traction Company agrees to indemnify and save 
it harmless against all expense, loss, damage, or liabil¬ 
ity for such exercise of corporate power, or perform¬ 
ance of corporate acts, when exercised or done at the 
request of the said Traction Company. Said Railway 
Company covenants that there shall be a like exercise 
of their franchises, by its several corporations lessor. 


198 Exh. A—Lease No. 10, Union Pass. Ry. Co. 

21. The Railway Company will not interfere with, 
molest, or obstruct, the Traction Company, in the pos¬ 
session of, or in the work of operating, the said Rail¬ 
way, or of any leased lines of railway, excepting so far 
as shall be necessary to secure the faithful performance 
of this contract. 

22. It is agreed that the proceeds of sale of all real 
estate and other assets constituting the principal of 
the said Union Passenger Railway Company, and of its 
leased lines, shall be appropriated in payment for the 
above described betterments and new constructions, or 
to the reduction of the principal of its incumbrances 
and bonded indebtedness. 

It is further agreed That whenever such assets 
shall cease to be useful in and about the operation and 
exercise of the franchises of the said respective cor¬ 
porations, the same shall be sold by the parties owning 
the same. No sales of principal shall be made however, 
without the written consent of the said Traction Com¬ 
pany. 

23. The Traction Company is authorized and em¬ 
powered, to use the name of the said Railway Company 
in all actions and suits which it may deem necessary 
to bring, at any time hereafter, to enforce the perform¬ 
ance by corporations lessor of any, and all, the prom¬ 
ises and undertakings by them entered into in or by 
any of their aforesaid recited leases. 

24. The Traction Company shall forfeit all rights 
and privileges if default shall be made for the space of 
six months in the payment stipulated to be made in 
Clause 15, and shall, as to any line of leased Railway, 
be subject to the same forfeiture to which any Company 
lessee under the terms of the lease is liable. In the 


Exh. A—Lease No. 10, Union Pass. Ry. Co. 199 

event of the six months, or other default, occurring, 
specified in this clause, then this agreement at the op¬ 
tion of the Railway Company, its successors and assigns 
to be signified by a Resolution of its Board of Di¬ 
rectors notified in writing, shall at once cease and de¬ 
termine, and the said Railway Company, its successors 
and assigns, shall be entitled to re-enter and take pos¬ 
session of the said Railroad and premises with the ap¬ 
purtenances and all additions and improvements 
thereon, and shall and may demand all moneys then in 
arrear and unpaid. Upon such forfeiture, the said 
Traction Company, shall be released from all liability 
or liabilities accruing subsequently to the Railway Com¬ 
pany’s re-entry and possession and payment of the 
sums specified in Clause 15 hereof; and it shall be com¬ 
petent for any Attorney of this State to appear on be¬ 
half, of the said Traction Company, for which this shall 
be a sufficient warrant, and Confess judgment against it 
in favor of the said Railway Company in the sums 
named in the said Clause hereof, if the same shall not be 
paid within 15 days after notice to the Traction Com¬ 
pany of the passage of the Resolution signifying the op¬ 
tion to determine this agreement as aforesaid. 

If any difference shall arise between them in rela¬ 
tion to the construction of this agreement or the due 
performance of any covenant (except those herein 
specially provided for in the last Clause hereof) the 
said parties shall each select a person of skill and ex¬ 
perience in Railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of ten days after a request in writing delivered 
to its President, then the person appointed by the party 
not in default shall select a person for the defaulted 
party and those two shall proceed as herein provided in 


200 Exh. A—Lease No. 10, Union Pass. Ry. Co. 


case of no default in the selection of arbitrators as 
aforesaid. 

This Clause to confer a power to determine the 
amount of compensation if the Traction Company shall 
delay the taking of possession or hinder resumption 
for operation after a forfeiture is determined in ac¬ 
cordance with Clause 24. 

In Witness Whereof, Each of the parties hath 
caused its corporate seal to be hereto affixed and the 
same to be attested by the signatures of their respective 
Presidents and Secretaries as of the day and year first 
hereinbefore written. 

(Signed) W. H. KEMBLE, 
[seal] Prest. Pliila. Traction Co. 

Attest: 

(Signed) P. A. Widener, 

Secretary. 


(Signed) W. H. KEMBLE, 
[seal] Prest. Union P. R. Way. Co. 

Attest: 

(Signed) J. B. Peddle, 

Secretary. 


Sealed and delivered in 
the presence of us: 

John Gr. Johnson. 


Exhibit A—Lease No. 11, Kessler Street 201 
Connecting Passenger Railway Co. 

LEASE NO. 11. 


Lease. 

Kessler Street Connecting Passenger Railway to the 
Union Passenger Railway Company. 

This Indenture made to take effect as of the Thir¬ 
tieth day of June, Anno Domini, One thousand eight 
hundred and ninety-two (1892), between the Kessler 
Street Connecting Passenger Railway Company, of the 
first part, and the Union Passenger Railway Company 
of the second part. 

Whereas, at a meeting of the incorporators of the 
Kessler Street Connecting Passenger Railway Com¬ 
pany, of the City of Philadelphia, held on the Eight¬ 
eenth day of May, A. D. 1892, the following Resolution 
was passed, to wit: 

“Resolved, That said Directors are authorized to 
lease the road to the Union Passenger Railway Com¬ 
pany upon a net guarantee of not less than six per 
cent, on the amount of stock paid in, and the interest 
on the bonds actually issued for construction and equip¬ 
ment. ’ ’ 

Whereas, at a meeting of the Board of Directors 
of the Kessler Street Connecting Passenger Railway 
Company, held on the Thirtieth day of June, A. D., 
1892, the foregoing Resolution was read and it was 
then 

“Resolved, that a lease of the road be made to 
the Union Passenger Railway Company, upon the said 
terms, and this present form of lease was then sub¬ 
mitted to the said Board of Directors and was ap- 



202 Exhibit A—Lease No. 11, Kessler Street 
Connecting Passenger Railway Co. 

proved by them, and the President and Secretary were 
authorized to execute and deliver the same.” 

And Whereas, at a meeting of the Board of Direc¬ 
tors of the Union Passenger Railway, held on the 
Thirtieth day of June, A. D. 1892. 

<( Resolved, that the said last mentioned Company, 
should leasQ the road of the Kessler Street Connecting 
Passenger Railway Company, upon a net guarantee 
of six per cent, on the amount of stock paid in, and the 
interest of the Bonds actually issued for construction 
and equipment, and this present form of lease was 
submitted to the said Board and was approved of by 
it, and the President and Secretary were authorized to 
execute and deliver the same.” 

Now this Indenture Witnesseth, That the party 
of the first part, for and in consideration of the cove¬ 
nants on the part of the party of the second part, to 
be kept and performed, have granted and demised, and 
by these presents do grant and demise unto the party 
of the second part, its successors and assigns, all and 
singular, the railroad now owned and heretofore oper¬ 
ated by the said party of the first part, or as the same 
may at any time hereafter be located, constructed or 
extended, together with all and every the sidings, ap¬ 
purtenances, railways, rights of way, depot grounds, 
lands and tenements, stables shops, and other struc¬ 
tures of every kind and description, and all horses, 
mules and live stock, harness and equipment, and sta¬ 
ble furniture, cars, sleighs, wagons and other vehicles, 
and generally all the personal property belonging to 
the party of the first part, and all rights, privileges, 
and franchises connected with or relating to the said 
demised railroad, or any part thereof, or to the con- 


Exhibit A—Lease No. 11, Kessler Street 203 
Connecting Passenger Railway Co. 

struction, maintenance, use, relocation or operation of 
the same as fully and as entirely as the same are now 
or may be hereafter vested in the party of the first 
part, saving and reserving, however, the franchise to 
be a corporation or any other right or privilege which 
is or may be necessary to preserve the corporate exist¬ 
ence or organization of the party of the first part. 

To Have and to Hold, the said railroad with the 
appurtenances, property, real and personal, and cor¬ 
porate right and franchises, unto the party of the 
second part, its successors and assigns, from the First 
day of July, One thousand eight hundred and ninety- 
two, (1892), for and during the full term of Nine Hun¬ 
dred and ninety-nine years, thence next ensuing, to be 
fully complete and ended, subject as to said term to 
the stipulation relative to a forfeiture hereinafter con¬ 
tained. 

In Consideration Whereof, the party of the second 
part, for itself, its successors and assigns, covenants 
to and with the party of the first part, its successors 
and assigns as follows: 

First. —To pay to the Treasurer of the party of 
the first part, on the first days of January and July, 
in each year, during the continuance of said demise, 
the sum of One Hundred and Fifty (150) Dollars, 
making Three Hundred (300) Dollars per Annum. 

Second.— To pay the interest as the same becomes 
due upon all of the Bonds actually issued by the party 
of the first part for construction and equipment. 

Third. —To pay all taxes now or hereafter imposed 
by Law, or by Ordinance upon the earnings from or 
business of the said railroad, or that may be lawfully 
levied upon the said demised property. 


204 Exhibit A—Lease No. 11, Kessler Street 
Connecting Passenger Railway Co. 

Fourth—To keep the demised property in good 
condition, and repair. 

And it is further stipulated and covenanted by 
the parties hereto:— 

Fifth .—That in the event of a default on the part 
of the party of the second part for the period of six 
months to pay the semi-annual sum of One Hundred 
and Fifty (150) Dollars, and the interest on said Bonds 
as it becomes due, then this demise, at the option of 
the party of the first part, its successors or assigns, to 
he signified by a Resolution of its Board of Directors, 
shall at once cease and determine, and the said party 
of the first part its successors and assigns, shall be 
entitled to re-enter and take possession of the said 
railroad and demised premises, with the appur¬ 
tenances, corporate rights and franchises, and all addi¬ 
tions and improvements thereon, and shall and may 
demand all moneys then in arrear and unpaid. 

Sixth .—That if any difference shall arise between 
the parties hereto, in relation to the construction of 
this Indenture or the due performance of any cove¬ 
nant, the said parties shall each select a person of skill 
and experience in railway management, and these two 
shall select a third, and the three so chosen shall hear 
and decide such difference, and the award of a major¬ 
ity shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request to do so, in writ¬ 
ing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a person 
for the defaulting party, and these two shall proceed 
as herein provided in case of no default. 

In Witness Whereof, the parties hereto have 
caused their corporate Seals to be hereto affixed, and 


Exhibit A—Lease No. 11, Kessler Street 205 
Connecting Passenger Railway Co. 

the same to be attested by the signatures of their re¬ 
spective Presidents and Secretaries. 

Kessler St. P. R. W. Co. 

GEO. D. WIDENER, 

President. 

Attest: 

D. W. Dickson, 

[seal] ‘ Secretary. 


Union Pass. Ry. Co. 

P. A. B. WIDENER, 


Attest: 

J. B. Peddle, 

[seal] Secretary. 


President. 


Signed, Sealed and Delivered 
in the presence of us: 

R. F. Bower, 

C. P. Weaver. 


206 Exhibit A—Lease No. 12, Kessler Street 
Connecting Pass. Ry. Co. ( Supp .) 

LEASE NO. 12. 


Assignment. 

Whereas The Union Passenger Railway Company 
by Indenture bearing date June 30th, 1892, became 
possessed of certain leasehold interests in the Kessler 
Street Connecting Passenger Railway Company; 

And Whereas, prior to that time The Union Pas¬ 
senger Railway Company bad, on June 30th, 1884, 
entered into a contract with the Philadelphia Traction 
Company, under and by virtue of which, the Philadel¬ 
phia Traction Company has been since operating all 
the lines of the Union Passenger Railway Company; 

And Whereas, it was the intention of The Union 
Passenger Railway Company to assign said lease of 
the Kessler Street Connecting Passenger Railway 
Company under and subject to certain terms and con¬ 
ditions, to the Philadelphia Traction Company; which 
assignment was duly authorized by The Union Passen¬ 
ger Railway Company; 

And Whereas, the Philadelphia Traction Com¬ 
pany has accepted the terms and conditions required 
of it by the Union Passenger Railway Company and 
executed a covenant in which the same were set forth, 
on the 30th day of June, 1892, and entered upon the 
said Kessler Street Connecting Passenger Railway and 
has been operating the same as if the said lease had 
been previously duly assigned to it, as so intended; 

And Whereas no formal assignment has ever been 
made in conformity with the intention and authority 
hereinbefore set out; 

Now therefore in consideration of the premises 
and of the sum of one dollar in hand paid by the Phila- 



Exhibit A—Lease No. 12, Kessler Street 207 
Connecting Pass. By. Co. ( Supp.) 


delphia Traction Company to the Union Passenger 
Railway Company, and of the covenants and agree¬ 
ments entered into by the Philadelphia Traction Com¬ 
pany with the Union Passenger Railway Company on 
the 30th day of June, 1892, as hereinbefore recited, the 
Union Passenger Railway Company does hereby 
assign, transfer and set over unto the Philadelphia 
Traction Company all the interest of it, the Union 
Passenger Railway Company, in and to the railway, 
property and franchises of the Kessler Street Con¬ 
necting Passenger Railway Company, under and sub¬ 
ject to the terms and conditions set forth in the ac¬ 
ceptance of the Philadelphia Traction Company, exe¬ 
cuted on the 30th day of June, 1892. 

And the said Philadelphia Traction Company does 
hereby formally accept the assignment of the said 
lease, and does ratify its covenant and agreement of 
the said 30th day of June, 1892. 


Witness the corporate seals of the respective cor¬ 
porations duly attested, this sixteenth day of Septem¬ 
ber, A. D., 1895. 


The Union Passenger Railway Company, 
By 


P. 


[seal] 

Attest: 

D. W. Dickson, 

Secretary. 


A. B. WIDENER, 

President. 


Philadelphia Traction Company, 

By 

P. A. B. WIDENER, 

President. 


Attest: 

D. W. Dickson, 

Secretary. 


.208 Ex. A—Lease. No. 13, Empire P. Ry. Co. ( Supp.) 

LEASE NO. 13. 

Assignment. 

Whereas, The Union Passenger Railway Company 
and the Citizens’ Passenger Railway Company were 
jointly interested in the railway of the Empire Passen¬ 
ger Railway Company under an agreement entered into 
December 26th, 1873; the interest of The Union Pas¬ 
senger Railway Company therein having been acquired 
by assignment from the Continental Passenger Rail¬ 
way Company, which acquired the same from the 17th 
& 19th Streets Passenger Railway Company, one of 
the original parties to said agreement; 

And Whereas on June 30th, 1884, The Union Pas¬ 
senger Railway Company entered into an agreement 
with the Philadelphia Traction Company, under which 
the said Traction Company has since been operating 
its various lines of railway, including its interest in 
the railway of the Empire Passenger Railway Com¬ 
pany : 

And Whereas The Union Passenger Railway Com¬ 
pany on the 28th day of December, A. D., 1887, pur¬ 
chased from the Citizens Passenger Railway Company 
all its interest in the railway of the Empire Passenger 
Railway Company under the aforesaid agreement of 
December 26th, 1873 (which purchase was further con¬ 
firmed by the deed of the Citizens Passenger Railway 
Company to The Union Passenger Railway Company, 
dated the 31st day of May, 1889); 

And Whereas at a meeting of the stockholders of 
the Union Passenger Railway Company duly held Jan¬ 
uary 9th, 1888, the following Resolution was adopted: 

“Resolved, That the interest acquired by The 
Union Passenger Railway Company of Philadelphia, 
by and under an agreement between it and the Citi- 


Ex. A—Lease No. 13, Empire P. Ry. Co. ( Supp .) 209 

zens Passenger Railway Company of Philadelphia, 
taking effect January 1st, 1888, in and to a certain 
lease of the Empire Passenger Railway Company of 
Philadelphia, bearing date of December 26, 1873, be 
assigned by the Directors of this Company to the 
Philadelphia Traction Company upon a covenant by 
the latter to perform all the conditions required by 
the said Union Passenger Company in said agreement, 
as though it, the said Philadelphia Traction Company, 
had been the original purchasing corporation named 
therein.’ ’ 

And Whereas at a meeting of the Board of Direc¬ 
tors of the Philadelphia Traction Company held Jan¬ 
uary 9th, 1888 a copy of said Resolution was pre¬ 
sented, whereupon the following Resolution was 
adopted: 

“Resolved, That the Philadelphia Traction Com¬ 
pany accept the assignment of the interest acquired 
by the Union Passenger Railway Companv of Phila¬ 
delphia, in and to the lease in the above and foregoing- 
resolution recited, and that the President and Secre¬ 
tary are hereby authorized to deliver a covenant on 
behalf of this company, under its seal, as stipulated 
for in said resolution, and that this action be submitted 
to the stockholders of this company at their next an¬ 
nual meeting, for approval.” 

And Whereas no formal assignment has ever been 
made by The Union Passenger Railway Company to 
the Philadelphia Traction Company in conformity with 
the Resolutions hereinbefore recited, although both 
parties have acted as though said assignment had been 
made. 

Now therefore, it is covenanted and agreed be¬ 
tween the said The Union Passenger Railway Com¬ 
pany of Philadelphia and the said Philadelphia Trac¬ 
tion Company as follows: 


210 Ex. A—Lease No. 13, Empire P. By. Co. ( Supp.) 


1. The Union Passenger Railway Company, in con¬ 
sideration of the premises, and of the sum of one dollar 
in hand paid to it by the Philadelphia Traction Com¬ 
pany, has assigned, transferred and set over, and by 
these presents does assign, transfer and set over unto 
the Philadelphia Traction Company all the interest 
acquired by it of, in and to the Empire Passenger Rail¬ 
way, under and by virtue of the aforementioned agree¬ 
ment of December 28th, 1887, as further confirmed by 
the deed or release of May 31st, 1889; so that the Phila¬ 
delphia Traction Company shall hold such interest and 
be entitled to the rights under said agreement as 
though it had been the original contracting corporation 
named in said agreement. 

2. And the Philadelphia Traction Company, in 
consideration of the premises, does hereby accept said 
assignment and does covenant and agree with the 
Union Passenger Railway Company to perform all 
the conditions required by the Union Passenger Rail¬ 
way Company in said agreement. 


Witness the corporate seals of the respective par¬ 
ties hereto duly attested, this sixteenth day of Septem¬ 
ber, A. D., 1895. 


The Union Passenger Railway Company, 
By 

P. A. B. WIDENER, 


Attest: 

D. W. Dickson, 

[seal] Secretary. 

Philadelphia 

By 


President. 


Traction Company, 


P. 


Attest: 

D. W. Dickson, 
[seal] Secretary. 


A. B. WIDENER, 

President. 


Exh. A—Lease No. 14, Schuylkill River P. Ry. Co. 211 
LEASE NO. 14. 


This Indenture of Lease, made the Twenty-ninth 
day of December, in the year of onr Lord, one thou¬ 
sand eight hundred and sixty-six, between The Schuyl¬ 
kill River Passenger Railway Company, a corporation 
chartered under the laws of this Commonwealth, of 
the first part and The Philadelphia and Gray’s Ferry 
Passenger Railway Company, also a corporation char¬ 
tered under the laws of Pennsylvania, of the second 
part: ^ 

Witnesseth, That the said party of the first part, 
for and in consideration of the covenants hereinafter 
set forth to be kept, performed and fulfilled on the 
part of the said party of the second part, doth hereby 
lease and demise to the said party of the second part, 
their successors and assigns, the Railway now belong¬ 
ing to the said party of the first part, situate, lying 
and being on Twenty third (23d) street from the depot 
of the said party of the second part near Spruce street, 
north to Vine street, thence along said Vine street 
west to said Twenty-third (23d) street, thence along 
said Twenty-third (23d) street North to Callowhill 
street, thence along said Callowhill street West to 
Twenty-fifth (25th) street, thence along said Twenty- 
fifth (25th) street North to Green street, thence along 
the said Twenty-fifth (25th) street from said Green 
street south to Hamilton street, thence along the said 
Hamilton street East to Twenty-second (22d) street, 
thence along said Twenty-second (22d) street south 
to Filbert street, thence along said Filbert street west 
to said Twenty-third (23d) street South to Walnut 
street, thence along said Walnut Street East to said 
Twenty-second (22d) street, thence along said Twenty- 
second (22d) street South to said Spruce street and 
the place of beginning; subject to contract existing be- 



212 Exh. A—Lease No. 14, Schuylkill River P . Ry. Co. 

tween The Hestonville, Mantua and Fairmount Pas¬ 
senger Railway Company, and the said The Schuylkill 
River Passenger Railway Company as to occupancy 
of portion of said route, and every part thereof, To¬ 
gether with the appurtenances, and together with the 
full and exclusive right to use and run cars thereon 
and collect fare, and all and singular the rights, privi¬ 
leges, franchises, powers, and immunities now vested 
in or to which the said party of the first part are, may 
or shall be in any manner entitled, and subject to all 
the duties and obligations to which the said party of 
the first part are subject under and by virtue of the 
Laws of the Commonwealth, for the term of ninety- 
nine (99) years, to be fully ended and determined. 

And for the purpose of assisting and enabling the 
said party of the second part to carry this agreement 
into full effect, the said party of the first part in con¬ 
sideration of the premises doth hereby and by these 
presents bargain and sell, assign and transfer and set 
over unto the said party of the second part all and 
singular the horses, harness, cars, tools, stock, fixtures, 
furniture, and the moneys which may be in the hands 
of the officers and agents of the said party of the first 
part, and all debts and claims which may be due to 
them at the expiration of the current year, to wit, the 
thirty-first day of December, A. D. 1866. 

And the said party of the second part, in consid¬ 
eration of the premises, for themselves and their suc¬ 
cessors and assigns, do hereby covenant and agree to 
and with the said party of the first part that they will 
and do hereby assume and promise to pay and dis¬ 
charge all debts and claims justly due by the said party 
of the first part at the date hereof and to comply with 
and fulfill all contracts made by the said party of the 
first part, and existing at the date aforesaid, and un¬ 
performed and unfulfilled at that time. 


Exk. A—Lease No. 14, Schuylkill River P. Ry. Co. 213 


And tlie said party of the second part further in 
consideration of the premises, do hereby for them¬ 
selves, their successors and assigns, covenant and agree 
with the said party of the first part to guarantee and 
to pay to each and every stockholder of the said The 
Schuylkill River Passenger Railway Company a divi¬ 
dend of ten per cent, per annum on the amount actually 
paid in of their stock in said company, being five dol¬ 
lars per share, to wit: Fifty cents per share in and 
for each and every year during the entire term of 
ninety-nine (99) years, in semi-annual payments, to be 
made in the Months of January and July, subject to 
abatement and deduction for state and national taxes, 
the first dividend to he paid in July next, and likewise 
to pay into the Treasury of the said Schuylkill River 
Passenger Railway Company the further sum of Two 
hundred dollars per annum, to be expended by the 
latter in keeping up the organization of said company. 
And the said party of the second part further in con¬ 
sideration of the premises, do hereby covenant and 
agree to and with the said party of the first part to 
keep the railway hereby leased and demised in good 
repair and running order during the whole of said 
term of ninety-nine years, at the proper cost, charges, 
and expense of the said party of the second part, and 
to pay all duties, taxes, charges, and assessments which 
may be lawfully imposed upon the said Railway, or 
the cars to he employed in using and running the same, 
by the Councils of the City of Philadelphia, or by the 
Legislature of this Commonwealth. And it is further 
agreed by and between the said parties hereto that the 
stockholders in the said The Schuylkill River Passen¬ 
ger Railway Company shall severally have the right 
and privilege at any time during the continuance of 
this agreement, to convert their stock into shares of 
the stock of the said party of the second part, at the 


214 Exh. A—Lease No. 14, Schuylkill River P. Ry. Co. 

rate of Five (5) shares of the stock of the said The 
Schuylkill River Passenger Railway Company to one 
(1) share of the stock of the said The Philadelphia 
and Grays Ferry Passenger Railway Company, and 
upon such conversion the said stock in the said The 
Schuylkill River Passenger Railway Company shall 
become the property of the said The Philadelphia and 
Gray’s Ferry Passenger Railway Company. 

In Witness Whereof, The said parties to these 
presents have hereunto caused their respective cor¬ 
porate seals to be set and affixed. Done interchange¬ 
ably the day and year first hereinbefore written. 

J. P. McFADDEN, 

President. 

Attest: 

A. W. Adolph, 

Secretary. 

S. GROSS FRY, 

Presdt. 

Attest: 

Jas. McFadden, Jr., 

Secretary. 

Sealed and Delivered in 
the presence of us: 

Timothy Nemeny 
L. H. Stephens 
W. D. Hurst. 


Exhibit A—Lease No. 15, Phila. and Gray’s 215 
Ferry Pass. Rwy. Co. 

LEASE NO. 15. 

Lease. 

Philadelphia & Gray’s Ferry Passenger R. W. Co., to 
Philadelphia Traction Company. December 31st, 
1890. 

This Indenture made the Thirty-first day of De¬ 
cember Anno Domini One thousand eight hundred and 
ninety (1890) by and between the 1 ‘Philadelphia and 
Gray’s Ferry Passenger Railway Company,” herein¬ 
after called the Lessor, of the first part, and the “Phil¬ 
adelphia Traction Company,” hereinafter called the 
Lessee of the second part: 

Witnesseth, that for and in consideration of the 
covenants and agreements of the lessee, hereinafter 
contained, and of the sum of One dollar to it in hand 
paid by the Lessee, the receipt whereof is hereby 
acknowledged, the lessor doth hereby let and demise to 
the lessee, its successors and assigns, the entire rail¬ 
way of the lessor, as the same is now located and con¬ 
structed, or as the same may be hereafter located and 
constructed in pursuance of any and every lawful au¬ 
thority now existing, or which may hereafter exist, 
together with all its rights, title and interest in. and 
to the railroad, property and franchises of the Schuyl¬ 
kill River Passenger Railway, derived under a certain 
indenture of lease executed to the lessor by the last- 
named company and bearing date the twenty-ninth day 
of December, One thousand eight hundred and sixty- 
six, and together with all the branches, extensions, 
sidings, turn-outs, tracks, rights of way, lands, ma¬ 
chinery fixtures, depots, stables, shops, stations, build¬ 
ings, structures, improvements, appurtenances, tene¬ 
ments and hereditaments of whatever kind or descrip- 


216 Exhibit A—Lease No. 15, Phila. and Gray’s 
Ferry Pass. Bivy. Co. 

tion and wherever situate, now held or owned by the 
lessor, or which at any time hereafter during the term 
of this demise, may be acquired by the lessor provided 
that such after-acquired property shall be acquired 
for some purpose incident to or connected with the 
maintenance, operation, construction or extension of 
the aforesaid railways and their appurtenances; also, 
all the horses, cars and other rolling stock, tools, im¬ 
plements, machines, harness, equipment, stable furni¬ 
ture, and such like personal property generally, of 
every kind and description, belonging to the lessor 
and in use, or intended or adapted for use, upon or 
about the railroad and premises demised or the busi¬ 
ness thereof; also, all the rights, powers, franchises 
and privileges which may now or at any time here¬ 
after during the aforesaid term, be lawfully exercised 
or enjoyed in or about the use, management, main¬ 
tenance, renewal, extension or improvement of the rail¬ 
ways and appurtenances above demised. Provided al¬ 
ways, nevertheless, and it is expressly understood and 
agreed that nothing herein contained shall be deemed 
and taken in any manner to affect the right of corpo¬ 
rate existence of the said lessor, or such power or 
franchises of which the exercise may from time to 
time be necessary to protect the interests of its stock¬ 
holders, according to the true intent and meaning of 
these presents. 

To Have and to Hold the premises thus leased and 
demised as aforesaid unto the lessee, its successors and 
assigns, for the full term of nine hundred and ninety- 
nine years beginning with the first day of January A. 
D. one thousand eight hundred and ninety-one. And 
in consideration of the premises, the parties hereto do 
hereby covenant and agree as follows, each party cove¬ 
nanting for itself, its successors and assigns, with the 
other, its successors and assigns:— 


Exhibit A—Lease No. 15, Phila. and Gray’s 217 
Ferry Pass. Rwy. Co. 

1. That the lessee shall and will, in addition to the 
payments hereinafter provided for, pay to the lessor, 
as rent of the premises hereby demised, for the first 
five years of the term hereby created beginning on the 
first day of January A. D. 1891, and ending with the 
thirty-first day of December A. D. 1896,* the yearly 
rent or sum of forty-three thousand two hundred and 
twenty-five dollars, being $3.50 per share, in lawful 
money of the United States of America in equal half 
yearly payments on the first day of July and January 
in each year, the first payment to be made on the first 
day of July A. D. one thousand eight hundred and 
ninety-one, and thereafter the yearly rent or sum of 
Forty-nine thousand four hundred dollars, being $4 per 
share, in like lawful money in equal half yearly pay¬ 
ments on the said days in each year during the term of 
this lease. That said rent payments shall be paid by 
the lessee to the Real Estate Title Insurance and 
Trust Company of Philadelphia, as the lessor’s agent 
to receive the same, or to such other Trust Company as 
like agent, as the lessor, by its directors shall from 
time to time designate. 

2. That the lessee shall also pay to the lessor the 
yearly sum of one thousand dollars like lawful money 
of the United States in equal half yearly payments of 
five hundred dollars each on the days aforesaid, for 
the purpose of defraying the expenses of maintaining 


♦Whereas, the Philadelphia and Gray’s Ferry Passenger Railway 
Company by Indenture of Lease made the thirty-first day of December 
A. D. 1890, demised and leased all its railways and the rights, property 
and incidents thereto and appurtenances unto the Philadelphia Traction 
Company for the full term of nine hundred and ninety-nine years, 
which lease is recorded at Philadelphia in Deed Book T. GG. No. 21 
page 1. And Whereas, the Lessee covenants by the said Lease to pay 
to the Lessor “as rent of the premises hereby demised for the first five 
years of the term hereby created beginning on the first day of January 
A. D. 1891 and ending with the thirty-first day of December A. D„ 
1896, the yearly rent or sum of Forty three thousand two hundred and 



218 Exhibit A—Lease No. 15, Phila. and Gray’s 
Ferry Pass. Rwy. Co. 

the corporate organization of the lessor, and shall also 
pay all the expenses of the registration of the stock of 
the lessor by such corporation as may be designated 
for the purpose by the lessor. 


twenty five dollars.” And Whereas the said term of the first five years 
is incorrectly stated as ending in December A. D., one thousand eight 
hundred and ninety-six ( 1896 ) and should have been stated to end on 
the thirty-first day of December, A. D., One thousand eight hundred 
and ninety-five ( 1895 ) and it is desired by the parties to the said lease 
to correct the said error in computation. Now be it Known that the 
said Philadelphia and Gray’s Ferry Passenger Railway Company and 
the said Philadelphia Traction Company, in consideration of the prem¬ 
ises and of the sum of One dollar by each to the other paid, do hereby 
agree that the said lease shall be amended, corrected and reformed in 
accordance with the fact and so that the said Lease shall read in the 
said clause that the Lessee “will pay to the lessor as rent of the premises 
hereby demised for the first five years of the term hereby created be¬ 
ginning on the first day of January Anno Domini one thousand eight 
hundred and ninety one ( 1891 ) and ending with the thirty-first day of 
December Anno Domini one thousand eight hundred and ninety-five 
0895) yearly rent or sum of Forty three thousand two hundred 
and twenty five dollars,” and so that the said Lease shall take effect and 
be considered and interpreted as if the clause last above recited had 
been originally written therein and the said lease thus made, sealed 
and delivered by the parties thereto. 

In Witness Whereof the said parties have caused their corporate 
seals to be hereunto set this Ninth day of April, A. D., 1891 . 

The Philadelphia and Gray’s Ferry Passenger 
Railway Company, 

O. HOPKINSON, 

President. 

Attest: 

Lewis S. Remshaw, 

[seal] Secretary. 


Attest: 

D. W. Dickson, 

[seal] Secretary. 


Philadelphia Traction Compy. 

By 

P. A. B. WIDENER, 

President. 


Sealed and delivered in the presence of 
L. W. Downing, 

D. Houseman, Jr. 



Exhibit A—Lease No. 15, Pliila. and Gray’s 219 
Ferry Pass. Rivy. Co. 

That said payments shall be paid by the lessee to 
and be receipted for by the Real Estate Title Insurance 
and Trust Company of Philadelphia as the lessor’s 
agent, to receive the same, or to such other Trust Com¬ 
pany as like agent as the lessor, by its directors, shall 
from time to time designate. 

3. That the lessee shall, moreover, during the term 
hereby demised make each and every payment and 
fully and punctually perform, keep and observe every 
covenant, stipulation and condition to be made, per¬ 
formed, kept or observed by the lessor as party to the 
aforesaid indenture of December 29th, 1866, and shall 
and will from time to time and at all times during the 
said term indemnify and save harmless the lessor 
against and from all claims, demands and liabilities, to 
which it may in anywise be subject, under or on ac¬ 
count of the said lease, or anything therein contained; 
it being also understood and agreed that as to all pay¬ 
ments heretofore made by the lessor as party to the 
aforesaid indenture or which may hereafter become 
payable thereunder, the same shall, if properly appor- 
tionable as periodical payments with reference to the 
date of the beginning of the term hereby demised be so 
apportioned between the parties hereto. 

4. The said demised premises shall not be in any 
way mortgaged or encumbered or made subject to any 
further or additional indebtedness. And it is agreed 
that if any lawful levy and sale on execution of the 
property of the lessee hereby demised and its fran¬ 
chises or any other legal process or any assignment or 
sale in bankruptcy or insolvency be made, then this 
lease and the term thereof shall at the option of the 
lessor cease and determine. And if a receiver or as¬ 
signee shall be appointed of the property of the lessee, 
then such appointment will at like option of lessor end 


220 Exhibit A — Lease No. 15, Phila. and Gray’s 
Ferry Pass. Rwy. Co. 

and determine this lease and the lessor shall imme¬ 
diately be entitled to take possession of the demised 
premises and the same shall not pass into the posses¬ 
sion of such receiver or assignee. 

5. That said lessee shall at all times hereafter as 
long as this lease shall continue and remain undeter¬ 
mined, at its own expense, maintain, pave, repair and 
repave the streets along the lines of the hereby demised 
railways or such portions of them as are required by 
law or ordinance to be paved, repaired and repaved, 
and keep and maintain the same in such good condition 
as the lessor would have been required to do if this 
lease had not been made; and shall indemnify and save 
harmless the lessor from all suits, claims, demands, 
charges and expenses whatsoever for or by reason of 
the same. 

Provided that the said lessor indemnify and save 
harmless the said lessee from all liabilities for paving, 
repairing and repaving actually made and completed 
prior to the First day of January, the date of the 
beginning of this lease. 

6 . That the said lessee shall defend all actions 
against the lessor of every kind (the cause of which 
may arise hereafter during the term of this lease), 
and pay all amounts that shall or may be recovered 
against the said lessor and shall indemnify and save 
harmless the said lessor of and from all such causes 
of action, legal and equitable claims and demands that 
shall or may arise or be made against the said lessor 
by reason of the operation, management or control of 
the lessee of or upon or over the hereby demised prop¬ 
erty or any portion thereof during the continuance of 
this lease or by reason of anything whatsoever which 
may be done or suffered by the said lessee in or about 
the said demised property for which the lessor may be 
held or attempted to be held responsible. 


Exhibit A—Lease No. 15, Phila. and Gray's 221 
Ferry Pass. Rwy. Co. 

7. That the lessee shall and will, during the con¬ 
tinuance of the term hereby demised, assume the pay¬ 
ment of and punctually and faithfully pay all taxes, 
charges or assessments for which the lessor would be 
in anywise liable or chargeable on account of its cor¬ 
porate existence, its franchises, property, present cap¬ 
ital stock of One million dollars, at the par value thereof 
receipts under this lease, or dividends or payments 
made from such receipts: Provided however, That to 
the extent to which the tax on capital stock may be 
increased by reason of the declaration of any dividend 
or part of dividend not referable to the receipts of the 
lessor under this lease, the lessee shall be relieved from 
the payment of the said tax. And provided further, 
That the lessee shall not be liable to pay any sum 
of money under this covenant which shall hereafter be 
levied or assessed upon any shareholder or loan holder 
of the lessor by way of a tax upon his, her or its in¬ 
come or loan holdings, although such assessment may 
be ordered to be paid or deducted in the first instance 
by the lessor. And provided further, That the lessee 
shall be liable for such ratable part only of any tax as 
aforesaid payable next after the beginning of the term 
hereby demised, as when apportioned shall be properly 
apportionable to so much of the period during which 
the said tax accrued as shall have intervened since the 
beginning of the term hereby demised. 

8 . That the lessee shall and will (subject wheje the 
occasion may require, to the apportionment last herein¬ 
before provided for) punctually and faithfully pay all 
taxes, charges, levies, license fees, claims, liens and 
assessments of any and every kind, which during the 
continuance of the terms hereby demised shall, in pur¬ 
suance of any lawful authority, be assessed or imposed 
on the demised premises and property, or any part 
thereof, or upon the business there carried on, or the 


222 Exhibit A—Lease No. 15, Phila. and Gray’s 
Ferry Pass. Rwy. Co. 

receipts, gross or net therefrom, or if heretofore so 
assessed or imposed, then so much thereof as may be 
fairly apportioned to the period of time ensuing after 
the beginning of the term hereby demised. 

9. That the lessee shall and will during the con¬ 
tinuance of the hereby demised term keep and main¬ 
tain the said demised railways and appurtenances, 
buildings, structures and fixtures in good order and 
repair; keep in public use, manage and efficiently oper¬ 
ate with a full equipment the said railways, use every 
reasonable effort to maintain and increase their busi¬ 
ness and the revenue therefrom; and at the expiration 
or other determination of the hereby demised term sur¬ 
render the said railway and premises in the same good 
order and condition as they now are; it being under¬ 
stood and agreed however, that all policies of perpetual 
insurance now held by the lessor on any building or 
structure hereby demised, shall continue to be held 
by the lessor, and that all sums received by the lessor 
under such policies, or any of them, shall be appro¬ 
priated to restoring or replacing the buildings or struc¬ 
tures for the loss of or damage to which the said sums 
were paid. It being further understood and agreed 
that the lessee shall at its own expense keep the build¬ 
ings and personal property hereby demised and any 
buildings or personal property that may be used to 
replace the same (except so far as covered by the poli¬ 
cies of perpetual insurance hereinbefore referred to), 
insured to at least such proportionate extent as it shall 
keep insured its own buildings and personal property 
of like character; and that in the event of loss or dam¬ 
age by fire the amount of insurance money recovered 
shall be applied to the replacement or restoration of 
the property destroyed or injured. 

10. That a full and correct description inventory 
and appraisement of the cars and other rolling stock 


Exhibit A—Lease No. 15, Phila. and Gray’s 2 '23 
Ferry Pass. Rwy. Co. 

hereby demised shall be made and signed in duplicate 
by three persons, one to be selected by each of the par¬ 
ties hereto and a third by the two thus selected, and a 
duplicate of the said inventory and appraisement shall 
be delivered to each of the parties hereto, after having 
been identified by the signatures of the presidents of 
the parties hereto; that each car or other article enum¬ 
erated in the said inventory shall by the lessee be kept 
either in good condition and repair or be replaced from 
time to time by another car or similar article, as the 
case may be, equal in value to the appraised value as 
aforesaid of the original; that each car or other article 
from time to time substituted shall become and be the 
property of and is hereby assigned and transferred 
to the lessor, subject however, to the rights of the 
party of the second part as lessee thereof, and to all 
the conditions of this lease; that written notice of such 
substitution and a written description of the substi¬ 
tuted article shall be at once given to the lessor by 
the lessee and that upon the expiration or sooner deter¬ 
mination of the term hereby demised, the said prop¬ 
erty whether consisting of original or substituted 
items shall revert to and may at once be taken posses¬ 
sion of by the lessor and if their aggregate value shall 
not be equal to the aggregate value of the original 
items according to the appraisement hereinbefore pro¬ 
vided for, the deficiency in such value shall at once 
be paid by the lessee to the lessor. 

11. That a full and correct inventory and appraise¬ 
ment of all the horses, tools, implements, machinery, 
harness, equipment, stable furniture and such like per¬ 
sonal property hereby demised or intended so to be 
shall be made in duplicate by three persons to be ap¬ 
pointed as aforesaid; that a duplicate original of the 
same shall be delivered to each of the parties hereto 
after having been identified by the signatures of the 


224 Exhibit A — Lease No. 15, Phila. and Gray’s 
Ferry Pass. Rivy. Co. 

presidents of the parties hereto and that at the expira¬ 
tion or sooner determination of the term hereby de¬ 
mised the lessee shall immediately deliver to the lessor 
so much of the said inventoried property as shall then 
be in good condition and fit for use, pay in money for 
any depreciation thereof below the value placed thereon 
by the said appraisement and shall in place of that 
which has been worn out or destroyed or become unfit 
for use, deliver other property of like kind and equal 
in value according to the said appraisement to that 
which has been worn out or destroyed or rendered 
unfit for use and to the extent that the lessee shall fail 
to comply promptly and fully with its covenants in 
this respect it shall be liable to an action for damages 
by the lessor in which action the loss to the lessor 
resulting from its being prevented from resuming its 
business as a railway company as speedily and to the 
same extent as it would have been able to resume the 
same, if the lessee had complied with its covenants, 
shall be an element of damage, the parties hereto ex¬ 
pressly agreeing that the said covenant was entered 
into with a clear understanding that its object was to 
enable the lessor to resume its said business imme¬ 
diately upon the expiration or sooner determination 
of the lease hereby demised. 

12 . And in case this lease shall come to an end 
within the aforesaid period of 999 years from any cause 
whatever other than one arising from the fault or neg¬ 
lect of the lessor, then and in case of such determina¬ 
tion the lessee shall pay to the lessor the sum of twenty- 
five thousand dollars as damages for the cost, expense, 
trouble and liability imposed upon the lessor by such 
determination in and about the re-entry upon the de¬ 
mised premises and taking possession of the same and 
resuming the operation and management of said rail¬ 
way. Said sum of $25,000 to be in addition to and not 


Exhibit A—Lease No. 15, Phila. and Gray’s 225 
Ferry Pass. Rivy. Co. 

to be included in any damages to which the lessor may 
be entitled by reason of any breach of the lessee of any 
covenant herein contained or by reason of any matter 
or thing theretofore occurring and connected with the 
possession, management and operation of the road by 
the lessee, but the right to recover such last-men¬ 
tioned damages shall accrue to and remain in the lessor 
with the same effect as if the aforesaid additional sum 
of $25,000 had not been stipulated for. 

13. That the lessor shall and will during the term 
hereby demised, maintain its corporate existence and 
organization; and at all times and from time to time 
during the said term when requested by the lessee, its 
successors or assigns, shall and will put in force and 
exercise each and every corporate power and do each 
and every corporate act which the lessor might now or 
may at any time hereafter lawfully put in force or 
exercise, to enable the lessee to enjoy, avail itself of 
and exercise every right, franchise and privilege in re¬ 
spect to the use, management, maintenance, renewal, 
extension or improvement of the premises hereby de¬ 
mised or intended so to be, or the business to be there 
carried on; the lessee agreeing to indemnify and save 
harmless the lessor against all expense, loss, damage or 
liability for such exercise of corporate powers or per¬ 
formance of corporate acts when exercised or done at 
the request of the lessee. 

14. Whenever the lessee, under section 13 of this 
lease, desires any extensions of the leased roadway 
made either under the charter of the lessor or that of 
the Schuylkill River R. R, Co., they shall send a written 
notification and submit a plan of the proposed exten¬ 
sion with an estimate in writing of the cost of making 
the same, to the Board of Directors of the Company, 
under whose charter the extension is authorized. It 


226 Exhibit A—Lease No. 15, Phila. and Gray's 
Ferry Pass. Rwy. Co. 

shall then be optional with the Company either to sig¬ 
nify their intention to the lessee that they will pay 
the cost of the proposed extension and become the 
owners of the same, or to notify the lessee that they 
decline to pay the cost of the extension, in which latter 
case the lessee, if they choose to do so, may build said 
extension at their own cost and hold and operate it 
upon the same provisions and conditions as the present 
roadway is to be held and operated under this lease. 

Should the Company under whose charter the pro¬ 
posed extension is to be made neglect for the space of 
thirty days after notice and submission of plan and 
cost of same to its directors, to signify their intention 
to pay for same, said neglect is to be considered as a 
permission to the lessee to build and pay all the ex¬ 
pense of said extension, and hold and operate it as 
they would hold and operate it under this lease had the 
Company notified them that they declined to pay the 
cost of the extension. 

Should the Company lessor notify the lessee that 
they have decided to pay the cost of and become the 
owners of the extension, they may offer at public sale 
and sell to the highest bidder a sufficient number of 
shares of unissued stock in order to pay the cost of 
said extension, and the lessee covenants and agrees to 
pay the same dividend per annum on each of said 
shares so issued as they may be at that time obligated 
to pay on each share of the present issue, and to con¬ 
tinue paying the same dividend on these shares so 
issued as they may continue paying on the shares of 
the present issue, and said shares so issued shall be 
regarded in all respects as and enjoy all the advan¬ 
tages and benefits, privileges and exemptions under 
this lease in common with the shares of the present 
issue. 

Every proposed extension if made at all must be 
made and completed within one year from the time of 
the notice of the proposed extension. 


Exhibit A — Lease No. 15, Phila. and Gray’s 227 
Ferry Pass. Rwy. Co. 

15. And Whereas, In and by the provisions of the 
indenture of lease of 29th December, 1866, by the 
Schuylkill River Passenger Railway Company to the 
lessor, it was, inter alia, agreed that the stockholders 
of the said The Schuylkill River Passenger Railway 
Company should have the right and privilege at any 
time during the continuance of the said agreement to 
convert their stock into shares of stock of the lessor 
at the rate of five shares of the stock of the said The 
Schuylkill River Passenger Railway Company to one 
share of the stock of the lessor, and that upon such 
conversion the said stock in the Schuylkill River Pas¬ 
senger Railway Company should become the property 
of the lessor; 

Now, it is further covenanted and agreed by the 
lessee that if and whenever from time to time any 
holder or holders of the stock of the Schuylkill River 
Passenger Railway Company shall elect to convert his 
or their stock as aforesaid that they will pay the same 
dividend per annum on each of said shares so issued 
by the lessor as they may be at that time obligated to 
pay on each share of the present issue of lessor’s stock, 
and to continue paying the same dividend on these 
shares so issued as they may continue paying on the 
shares of the present issue, and said shares so issued 
shall be regarded in all respects as and enjoy all the 
advantages and benefits, privileges and exemptions 
under this lease in common with the shares of the pres¬ 
ent issue. 

If at any time, during the continuance of this lease, 
a merger or consolidation of the Schuylkill River Pas¬ 
senger Railway Company, with the Lessor Company 
be effected, the lessee will pay all the damages, costs 
and expenses attending or growing out of the same for 
which the lessor company becomes liable. 


228 Exhibit A—Lease No. 15, Phila. and Gray’s 
Ferry Pass. Rivy. Co. 

16. That the said lessee shall pay to the said lessor 
the value of the hay, straw and horse feed upon the 
demised premises at the time possession of the said 
premises is delivered under this lease, and shall also 
pay the surrender value of the insurance policies held 
by the lessor at that date, said policies to be assigned 
to the lessee. 

17. That the said lessee, its successors and assigns, 
keeping and performing the covenants herein contained 
on its and their part to be kept and performed shall 
and may at all times and from time to time peaceably 
and quietly have, hold, use and enjoy the demised prem¬ 
ises and every part and parcel thereof with the appur¬ 
tenances without any manner of let, suit, trouble or 
hindrance from the lessor, its successors and assigns; 
and the said lessor shall and will at any time hereafter 
execute and deliver such further assurances as may 
be reasonably required for fully effectuating the ob¬ 
jects and purposes of this indenture and the more 
fully securing unto the lessee all the rights and privi¬ 
leges hereinbefore mentioned and granted or intended 
so to be. 

1 18. That if the lessee shall make default in the 

payment of the rent hereby reserved or in the perform¬ 
ance of any of the covenants herein contained, fco be 
performed by it, for a period of six months, it shall 
and may be lawful for the lessor to declare this lease 
forfeited and at an end, and to re-enter upon and re¬ 
possess the whole of the demised premises as of its 
first and former estate; but such re-entry and re¬ 
possession shall not-relieve the lessee from liability 
to the lessor, its successors or assigns, for all arrears 
of rent due and unpaid at the time and for all damages 
resulting from the breach or breaches of covenant bv 
the lessee. 


Exhibit A—Lease No. 15, Pkila. and Gray’s 229 
Ferry Pass. Rwy. Co. 

19. The lessor hereby covenants that the premises 
hereby demised are absolutely free and clear from any 
and every charge, lien or encumbrance whatever. 

In Witness Whereof, the parties hereto have 
caused their corporate seals, duly attested by the sig¬ 
natures of their respective presidents and secretaries, 
to be hereunto affixed the day and year aforesaid. 

MATTHEW BROOKS, 

President. 

J. Crawford Dawes, 

[seal] Secretary. 

W. H. KEMBLE, 

President. 

Attest: j 

D. W. Dickson, 

[seal] Secretary. 

Sealed and delivered in 

the presence of 

E. C. Croasdill, 

C. W. Croasdill, 

R. F. Bower, 

Jno. B. Peddle. 


230 Exh. A—Lease No. 16,13th & 15th Sts. P. By. Co. 
LEASE NO. 16. 


This Indenture, made the Fifteenth day of Janu¬ 
ary, A. D. one thousand eight hundred and ninety-two, 
by and between The Thirteenth and Fifteenth Streets 
Passenger Railway Company of Philadelphia (herein¬ 
after called Railway), of the first part, and The Phila¬ 
delphia Traction Company (hereinafter called Trac¬ 
tion), of the second part. 

Whereas, Railway is authorized to lay out and 
construct a passenger railway on certain of the streets 
of the city of Philadelphia, and to carry passengers 
over the same for compensation; 

And Whereas, Traction is authorized to construct, 
maintain, and operate motors and cables and the neces¬ 
sary machinery for supplying motor power to passen¬ 
ger railways, and the necessary apparatus for applying 
the same, and to enter upon streets upon which passen¬ 
ger railways are constructed, with the consent of the 
latter, and to make, construct, maintain, and operate 
thereon such motors, cables, electrical or other appli¬ 
ances, and the necessary and convenient apparatus and 
mechanical fixtures to provide for the traction of the 
cars of such passenger railways, and is also authorized 
to enter into contracts with the latter to construct and 
operate motors, cables, and other appliances necessary 
for the traction of their cars, and is also authorized to 
lease the property and franchises of the passenger 
railway companies which they may desire to operate, 
and to operate said railways; 

And Whereas, Railway is desirous of entering into 
a contract with Traction for the traction of cars over 
its railway, and also to make a lease of its property 
and franchises to Traction in order that the latter may 
operate its railway; 



Exh. A—Lease No. 16 , 13th & 15th Sts. P. Ry. Co. 231 

And Whereas, Traction is willing to provide the 
necessary motors, cables, machinery, and appliances 
for the traction of the cars of Railway, and to make 
said lease upon the terms and conditions hereinafter 
set forth; 

And Whereas, Railway is the owner of two thou¬ 
sand shares of the capital stock of the Fairmount Park 
Railway Company, and four hundred shares of the 
Tioga and Venango Streets Passenger Railway Com¬ 
pany, and six hundred shares of the Park Avenue and 
Carlisle Street Passenger Railway Company, which 
said shares are the total number of shares of capital 
stock thereof heretofore issued; 

And, Whereas, Railway, upon the terms of this 
contract, has agreed to assign said shares to be held 
by Traction as trustee with a right to use the said 
shares and all profit which may result therefrom for 
its own benefit during the term of this lease, and return 
said shares to Railway upon the expiration of the 
same, whether by lapse of time or through any other 
cause; 

And Whereas, The terms of this lease have been 
approved by the stockholders of Railway and of Trac¬ 
tion, each duly convened. 

Now this Agreement Witnesseth, That for and in 
consideration of the covenants and agreement of Trac¬ 
tion hereinafter contained and of the sum of one dollar 
to it in hand paid by Traction, the receipt whereof is 
hereby acknowledged, Railway doth hereby let and 
demise to Traction, its successors and assigns, its en¬ 
tire railway, as the same is now located and con¬ 
structed or as the same may be hereafter located and 
constructed, in pursuance of any and every lawful au¬ 
thority now- existing, or which may hereafter exist, 


232 Exh. A — Lease No. 16,13th & 15th Sts. P. Ry. Co. 

together with two thousand shares of the said The 
Fairmount Park Railway Company, and four hundred 
shares of the Tioga and Venango Streets Railway 
Company, and six hundred shares of the Park Avenue 
and Carlisle Street Passenger Railway Company, be¬ 
ing all the shares of capital stock of said railway com¬ 
panies heretofore issued, and together with all the 
branches, extensions, sidings, turn-outs, tracks, rights 
of way, lands, machinery, fixtures, depots, stables, 
shops, stations, buildings, structures, improvements, 
appurtenances, tenements, and hereditaments of what¬ 
ever kind or description and wherever situate, now 
held or owned by Railway or which at any time here¬ 
after during the term of this demise may be acquired 
by Railway, provided that such after-acquired prop¬ 
erty shall be acquired for some purpose incident to or 
connected with the maintenance, operation, construc¬ 
tion, or-extension of the aforesaid railways and their 
appurtenances; also, all the horses, cars, and other 
rolling stock, tools, implements, machines, harness, 
equipment, stable furniture, and such like personal 
property generally of every kind or description belong¬ 
ing to Railway, and in use, or intended or adapted for 
use, upon or about the railroad and premises demised 
for the business thereof; also, all the rights, powers, 
franchises, and privileges which may now or at any 
time hereafter, during the aforesaid term, be lawfully 
exercised or enjoyed in or about the use, management, 
maintenance, renewal, extension, or improvement of 
the railways and appurtenances above demised. 

To Have and to Hold the premises thus leased and 
demised as aforesaid unto Traction, its successors and 
assigns, for the full term of nine hundred and ninety- 
nine years, beginning with the first day of January, 
A. D. 1892. And, in consideration of the premises, the 
parties hereto do hereby covenant and agree as follows,. 


Exli. A—Lease No. 16,13th & 15th Sts. P. Ry. Co. 233 

each party covenanting for itself, its successors and 
assigns, with the other, its successors and assigns:— 

First .—Traction shall and will, in addition to the 
payments hereinafter provided for, pay to Railway, as 
rent of the premises hereby demised for the first two 
years of the term hereby created, the yearly rent or 
sum of one hundred and eighty thousand dollars, for 
the next three years of the term (to wit, the years 1894, 
1895, and 1896) the yearly rent or sum of two hundred 
thousand dollars, for the next three years of the term 
hereby created (to wit, the years 1897, 1898, and 1899) 
the yearly rent or sum of two hundred and twenty 
thousand dollars, and thereafter the yearly rent or 
sum of two hundred and forty thousand dollars, in 
lawful money of the United States of America, in equal 
half-yearly payments, which shall be considered as 
being due on the first days of July and January in each 
year, the first payment to mature on the first day of 
July, A. D. 1892. For the convenience of Railway 
these semi-annual installments, though they mature on 
the first days of January and July of each and every 
year, shall be paid on the twentieth days of June and 
of December of each and every year by anticipation. 
In other words, any installment which shall mature on 
the first day of January shall be paid by anticipation 
on the twentieth day of December of the preceding 
year, or any installment which shall mature on the first 
day of July shall be paid by anticipation on the twen¬ 
tieth day of June of that year. 

Second .—Traetion shall also pay to Railway in 
each and every year during the lease the annual sum 
of twelve hundred dollars like lawful money of the 
United States, in equal half-yearly payments of six 
hundred dollars each, on the first days of January and 
July of each and every year, the first semi-annual pay- 


234 Exh, A—Lease No. 16,13tli & 15th Sts. P. By. Co. 


ment to be made on the first day of July, 1892, for the 
purpose of defraying the expenses of maintaining the 
corporate organization of Railway; and shall in addi¬ 
tion thereto pay the expenses of maintaining the cor¬ 
porate organization of Railway; and shall in addition 
thereto pay the expenses attending the registration of 
the stock of Railway by the Fidelity Insurance, Trust 
and Safe Deposit Company or such other corporation 
as may be hereafter designated by Railway; but if the 
price demanded for said registration be deemed by 
Traction excessive, bids shall be solicited from at least 
four of the leading trust companies of the city, and the 
work of registration shall be awarded to the lowest 
bidder. 

Third .—Traction shall and will, during said term, 
pay the semi-annual interest (payable the first days of 
April and October) upon the mortgage bonds of Rail¬ 
way, amounting to one hundred thousand dollars, due 
the first day of October, 1903. During said term it 
shall also pay the interest upon divers mortgages of 
the real estate of Railway, aggregating additionally 
ninety thousand dollars, when, to whom, and as the 
same severally becomes due and payable. Said mort¬ 
gages are five in number. Two of them are for the sum 
of fifteen thousand dollars each, and three of them are 
for the sum of twenty thousand dollars each. 

It Being Understood and Agreed, However, That 
Railway is to pay to Traction so much of the said inter¬ 
est as shall have accrued between the date when the 
last semi-annual payment or quarterly payment thereof 
became due and the first day of January, 1892. 

It Being Also Understood and Expressly Agreed, 
That the aforesaid covenant by Traction to pay inter¬ 
est shall extend and apply to the payment of interest 


Exh. A—Lease No. 16,13th & 15th Sts. P. Ry. Co .. 235 

hereafter becoming payable upon any indebtedness 
which may represent by extension, renewal, or replace¬ 
ment the indebtedness now existing under the afore¬ 
said bonds and mortgages, together with any taxes 
upon said bonds and mortgages which may be assumed 
in any contract of extension, renewal, or replacement 
which may hereafter be made. 

Fourth. —Traction shall and will provide for the 
renewal, extension, or payment of the principal indebt¬ 
edness represented by the bonds and mortgages speci¬ 
fied in the last preceding section when and as such 
principal indebtedness shall, from time to time, become 
due, and shall indemnify and save harmless Railway 
against and from all payments, liabilities, costs, dam¬ 
ages, and expenses in the premises. 

Railway agrees, however, that it shall and will, at 
the expense of Traction, do and perform any and every 
corporate act, and execute any and every corporate 
deed, obligation, or agreement which Traction may 
reasonably require for the purpose of enabling it to 
secure the extension, renewal, or replacement of said 
principal indebtedness, or any part thereof, as the 
same, from time to time, shall become due, at a rate of 
interest not to exceed the lowest market rate nor at a 
higher rate than six per centum per annum: Provided, 
however, That Railway shall not be required to exe¬ 
cute any bond, obligation, mortgage, or other instru¬ 
ment which, to any extent or in any manner, shall be 
an acknowledgment or evidence of a reduplication or 
increase of its existing indebtedness, except only where 
the process of converting existing indebtedness into a 
new form of indebtedness may temporarily require an 
apparent but not real increased indebtedness, as, for 
instance, where a new series of bonds or a new mort¬ 
gage may be required to provide the means for paying 
or canceling, by way of exchange, a then existing series 


236 Exh. A—Lease No. 16,13th £ 15th Sts. P. Ry. Co. 


of bonds or a then existing mortgage; but in every 
such case Traction shall furnish Bailway full and 
ample security against its being made subject to any 
actual reduplication or increase of its indebtedness. 

The amount which will be required to pay the in¬ 
terest on said one hundred thousand dollars of bonds 
secured by mortgage shall be deposited with the trus¬ 
tee of said mortgage, the Fidelity Trust, Insurance 
and Safe Deposit Company, on the twentieth days of 
March and September of each and every year before 
the maturity of the interest, to enable the payments to 
the bondholders without delay at the times fixed for 
such payments in said bonds. 

Fifth .—During the continuance of the term Trac¬ 
tion shall and will assume the payment of, and punctu¬ 
ally and faithfully pay, all taxes, charges, or assess¬ 
ments for which Bailway would otherwise be in any¬ 
wise liable or chargeable on account of its corporate 
existence, its franchises, property, present capital 
stock of one million dollars, at the par value thereof, 
receipts under this lease, or dividends or. payments 
made from such receipts: Provided, however, That 
Traction shall not be liable to pay any sum of money 
under this covenant which shall hereafter be levied or 
assessed upon any shareholder of Bailway by way of a 
tax upon his, her, or its income, or upon his, her, or its 
holdings of shares of stock, although such assessment 
may be ordered to be paid or deducted in the first in¬ 
stance by Bailway. It is intended that Traction shall 
pay taxes upon capital stock, even though such taxes 
be ascertained or assessed upon dividends; but not 
that it shall pay tax upon the holdings by stockholders 
of shares of stock where such taxation is levied upon 
the individual by reason of his individual ownership 
of shares, nor upon dividends on shares, nor upon 
shares in the hands of the owner thereof. 


Exit. A—Lease No. 16,13th & 15th Sts. P. By. Co. 237 

And Provided Further, That Traction shall be 
liable for such part only of any tax as aforesaid cove¬ 
nanted by it to be paid, payable next after the begin¬ 
ning of this term, as shall be properly apportionable 
to so much of the period during which the said tax 
accrued as shall have intervened since the beginning 
of this term. 

Sixth .—That Traction shall and will (subject, 
where the occasion may require, to the apportionment 
last hereinbefore provided for) punctually and faith¬ 
fully pay all taxes, charges, levies, license fees, claims, 
liens, and assessments of any and every kind which 
during the continuance of the term hereby demised 
shall, in pursuance of any lawful authority, be assessed 
or imposed on the demised premises and property, or 
any part thereof, or upon the business there carried 
on, or the receipts, gross or net, therefrom, or if here¬ 
tofore so assessed or imposed, then so much thereof as 
may be fairly apportioned to the period of time ensu¬ 
ing after the beginning of this term. 

Seventh .—That Traction shall and will, during the 
continuance of the term, keep and maintain the said 
demised railways and appurtenances, buildings, struc¬ 
tures, and fixtures in good order and repair; keep in 
public use, manage, and efficiently operate, with a full 
equipment, the said railway, use every reasonable 
effort to maintain and increase the business and the 
revenue therefrom; perform and discharge any and 
every obligation of the party of the first part as to 
the repairing, paving, or repaving of streets, or as to 
any matter connected with the maintenance or use of 
the railway, or the exercise of the rights and privi¬ 
leges hereby demised; from time to time, and at all 
times, indemnify and save harmless Railway from all 
liabilities, damages, claims, and suits by reason of 


238 Exit. A—Lease No. 16,13th £ 15th Sts. P. Ry. Co. 


anything done or omitted by Traction in the premises, 
and at the expiration or other determination of the 
hereby demised terms surrender the said railway and 
premises in the same good order and condition as 
they now are; it being understood and agreed how¬ 
ever, that all policies of perpetual insurance now held 
by Railway on any building or structure hereby de¬ 
mised shall continue to be held by Railway, and that 
all sums received by it under such policies, or any of 
them, shall be appropriated to restoring or replacing 
the buildings or structures for the loss of, or damage 
to, which the said sums were paid. It being further 
understood and agreed that Traction shall, at its own 
expense, keep the buildings and personal property 
hereby demised, and any buildings or personal prop¬ 
erty that may be used to replace the same (except so 
far as covered by the policies of perpetual insurance 
referred to) insured to at least such proportionate 
extent as the buildings and personal property hereby 
demised are at present insured; and that in the event 
of loss or damage by tire the amount of insurance, if 
any, recovered shall be applied to the replacement or 
restoration of the property destroyed or injured. In 
case of the bankruptcy or insolvency of Traction re 
suiting in the appointment of a receiver of the de^ 
mised premises, or in case the control of Traction 
in the demised premises shall be vested by judicial 
sale in an assignee, then this lease and the term thereof 
shall at the option of Railway cease and determine, 
and Railway shall immediately be entitled to take 
possession of the demised premises, and the same 
shall not pass into the possession of such receiver or 
assignee. 

Eighth .—That a full inventory and appraisement 
of all new material now on hand for car or road con¬ 
struction belonging to Railway, and of all. feed on 


Exh, A—Lease No. 16,13tli & 15th Sts. P. Ry. Co. 239 

hand which Railway shall deliver to Traction, shall 
be made. It shall be The duty of Traction to pay 
Railway the amount of said appraisement. This in¬ 
ventory and appraisement shall be made in the manner 
hereinafter provided for with reference to the in¬ 
ventory and appraisement of cars and rolling stock. 

Ninth. —In case this term shall be ended prior to 
its expiration because of the default of Traction in 
the performance of its covenants, and of the exercise 
by Railway of its option to so end the same, there 
shall be paid by Traction to Railway as liquidated 
damages for said breach the sum of one hundred thou¬ 
sand dollars. It is agreed that these damages shall 
be considered not as imposed by way of penalty, but 
as> an ascertainment, in advance, of a damage the 
amount of which it will be almost impossible to liqui¬ 
date in legal proceedings. This sum shall fully cover 
all damages occasioned by the mere breach leading 
to such determination of the lease; but the payment 
thereof shall not excuse Traction from the perform¬ 
ance of its covenants herein contained to surrender 
property, and do other things made incumbent upon it 
to do in case of such termination. 

Tenth. —That a full and correct description, in¬ 
ventory and appraisement of the cars and other rolling 
stock hereby demised shall be made and signed in 
duplicate by three persons—one to be selected by each 
of the parties hereto, and the third by the two thus 
selected—and a duplicate of the said inventory and 
appraisement shall be delivered to each of the parties 
hereto, after having been identified by the signatures 
of the presidents of the parties hereto; that each car 
or other article enumerated in the said inventory shall 
by Traction be kept in good condition and repair, if 
destroyed or worn out shall be replaced from time to 
time by another car or similar article, as the case may 


240 Exh. A—Lease No. 16,13th & 15th Sts. P. Ry. Co. 

be, equal in value to the appraised value as afore¬ 
said of the original; that each car or other article 
from time to time substituted shall become and be 
the property of, and is hereby assigned and trans¬ 
ferred to Railway, subject, however, to the rights of 
Traction as lessee thereof, and to all the conditions of 
this lease; that written notice of such destruction, 
wearing out, and substitution, and a written descrip¬ 
tion of the substituted article shall be promptly given 
to Railway by Traction, and that upon the expira¬ 
tion or sooner determination of the term hereby de¬ 
mised the said property, whether consisting of or¬ 
iginal or substituted items, shall revert to and may 
at once be taken possession of by Railway, and if 
their aggregate value shall not be equal to the aggre¬ 
gate value of the original items according to the ap¬ 
praisement hereinbefore provided for, the deficiency 
in such value shall be at once paid by Traction to 
Railway. 

Eleventh .—That a full and correct inventory and 
appraisement of all horses, tools, implements, ma¬ 
chinery, harness, equipment, stable furniture, and such 
like personal property hereby demised, or intended so 
to be, shall be made in duplicate by three persons, to 
be appointed as aforesaid; that a duplicate original 
of the same shall be delivered to each of the parties 
hereto after having been identified by the signatures 
of the presidents of the parties hereto, and that at 
the expiration or sooner determination of the term 
hereby demised, Traction shall immediately deliver to 
Railway so much of the said inventoried property as 
shall then be in good condition and fit for use, pay 
in money for any depreciation thereof below the value 
placed thereon by the said appraisement, and shall, 
in place of that which has been worn out or destroyed 
or become unfit for use, deliver other property of like 


Exh. A—Lease No. 16,13th & 15th Sts. P. Ry. Co. 241 

kind and equal in value, according to the said ap- 
piaisement, to that which has been worn out or de- 
sti oyed or rendered unfit for use, or pay the equivalent 
thereof in cash. 

Twelfth . Traction shall be entitled, to such ex¬ 
tent as it shall see fit to exercise the right to lay and 
construct upon the line of railway sufficient cables, 
motors, electric plant, and other apparatus, rails, and 
roadbed which it shall be necessary to provide for the 
traction of cars along the same, also the necessary 
cars. It shall also have the right to make such better¬ 
ments and improvements as, in its option, may be 
necessary to maintain the line of railway in such a 
degree of efficiency as shall be required for the proper 
conduct and management of its business. It must 
keep an accurate account of its expenditures in and 
about the said work, which it agrees to do with all 
possible economy, charging therefor the actual cost 
only. The accounts shall be settled by the boards of 
managers of the two companies, or by such persons 
as they shall nominate for the purpose. In case of 
dispute or misunderstanding concerning the accuracy 
and truthfulness of the accounts, the same shall be 
conclusively determined and ended by the vote of the 
majority of the arbitrators whose appointment is 
hereafter provided for. 

Railway will to such extent as it shall have the 
legal right so to do, and not exceeding a total issue 
including bonds already issued of five hundred thou¬ 
sand dollars, issue its bonds in suitable denomina¬ 
tions at the lowest market rate of interest, not ex¬ 
ceeding six per centum per annum, secured by a mort¬ 
gage of its franchises and property, for the purpose 
of paying to Traction such amounts as it shall expend 
in such construction. Said bonds shall be taken at 
par by Traction in payment pro tanto. It shall be the 


242 Exh. A—Lease No. 16,13th & 15th Sts. P. Ry. Co. 


duty of Traction to pay the interest on said bonds 
as the same shall mature during the term of this 
lease, and also during the terms of this lease to pay 
any interest on any extensions, renewals, or replace¬ 
ments of said bonds. 

Railways will do all that is necessary in the way 
of the exercise of its franchises to make the issue of 
said bonds legal. It will also do in the future what¬ 
ever may be necessary in the exercising of its fran¬ 
chises to renew or replace said bonds and the mort¬ 
gage which may secure the same. 

Thirteenth .—Railway shall and will, during the 
term hereby demised, maintain its corporate existence 
and organization, and at all times, and from time to 
time during the said term, when requested by Traction, 
its successors and assigns, shall and will put in force 
and exercise each and every corporate power, and 
do each and every corporate act, which Railway 
might now, or may at any time hereafter, lawfully put 
in force or exercise, to enable Traction to enjoy, avail 
itself of and exercise every right, franchise, and 
privilege in respect to the use, management, mainte¬ 
nance, renewal, extension, or improvement of the 
premises hereby demised, or intended so to be, or the 
business to be there carried on. Traction agrees to 
indemnify and save harmless Railway against all ex¬ 
pense, loss, damage, or liability for such exercise of 
corporate powers or performance of corporate acts, 
when exercised or done at its request. Traction 
further agrees to defend all actions against Railway 
of every kind (the cause of which may arise here¬ 
after during the term of this lease), and pay all 
amounts that shall or may be recovered against Rail¬ 
way, and shall indemnify and save harmless Railway 
of and from all such causes of action, legal and equit¬ 
able claims and demands that shall arise or be made 


E xh, A—Lease No. 16,13th & 15th Sts. P. Rij. Co. 243 

against Railway by reason of the operation, manage¬ 
ment, or control of Traction of or upon or over the 
hereby demised property or any portion thereof dur¬ 
ing the continuance of this lease, or by reason of any¬ 
thing whatsoever which may be done or suffered by 
Traction in or about the said demised property, for 
which Traction may be held or attempted to be held 
responsible. 

Fourteenth. —Traction, its successors and assigns, 
keeping and performing the covenants herein contained 
on its part to be kept and performed, shall and may 
at all times, and from time to time, peaceably and 
quietly have, hold, use, and enjoy the demised prem¬ 
ises and every part and parcel thereof, with the ap¬ 
purtenances, without any manner of let, suit, trouble, 
or hindrance from Railway, its successors and assigns. 
Railway shall and will at any time hereafter execute 
and deliver such further assurances as may be reason¬ 
ably required for fully effectuating the objects and 
purposes of this indenture, and the more fully securing 
unto Traction all the rights and privileges herein¬ 
before mentioned and granted, or intended so to be. 

Fifteenth .—Railway covenants "that the premises 
hereby demised are absolutely free and clear from 
any and every charge, lien, or incumbrance whatever, 
except the mortgage to secure said bonds amounting 
in the aggregate to one hundred thousand dollars, 
and the five several mortgages given to secure five 
several bonds aggregating ninety thousand dollars, 
hereinbefore recited. 

Railway must pay all debts which shall be owing 
by it on the first day of January, 1892, or which may 
thereafter be declared to be owing by reason of any 
contracts heretofore entered into by it, and by reason 
of any injuries done by it to any person or property 
or of any liabilities incurred prior to the first day of 


244 Exh. A—Lease No. 16,13th £ 15th Sts. P. Ry. Co. 

January, 1892. It must also pay for all sums which 
shall be clue, or found to be due, for paving or repairs 
of paving done prior to said first day of January, 
1892. 

Sixteenth .—All executory contracts for works .and 
supplies entered into by Railway prior to the first 
day of January, 1892, shall be assumed by Traction, 
which shall be entitled to the benefits thereof. 

Seventeenth .—Traction shall have the benefit of 
all sums which may be paid after the first day of 
January, 1892, under the advertising contracts now in 
existence. It shall also be allowed a proportionate 
part of the amount which shall have been paid prior 
to the first day of January, 1892, for advertising not 
fully ended at that date. 

Eighteenth .—That if Traction shall make default 
in the payment of the rent hereby reserved, or in the 
performance of any of the covenants herein contained 
to be performed by it, for a period of ninety days, 
it shall and may be lawful for Railway to declare 
this lease forfeited and at an end, and to re-enter 
upon and re-possess the whole of the demised premises 
as of its first and former estate; but such re-entry 
and re-possession shall not relieve Traction from 
liability to it, its successors or assigns, for all arrears 
of rent due and unpaid at the time. All damages re¬ 
sulting from the breach or breaches of covenant by 
Traction shall be considered as fully paid by the sum 
of one hundred thousand dollars hereinbefore fixed 
as liquidated damages. 

Nineteenth .—Traction shall be permitted to ap¬ 
propriate to its own use all benefit which it may derive 
from its possession of the shares of stock of the Fair- 
mount Park Railway Company, of the Tioga and Ve- 


Exit. A—Lease No. 16,13th & 15th Sts. P. Ry. Co. 245 

nango Streets Passenger Railway Company, and of 
the Park Avenue and Carlisle Street Passenger Rail¬ 
way Company, herein agreed to be delivered to it. 
At the expiration of the time hereby demised, either 
by limitation or by exercise by Railway of its option 
to terminate because of breach, Traction shall return 
to Railway said shares of stock. 

Railway at the expiration of the term of this lease, 
or earlier termination in the way herein provided, 
shall be entitled to take possession of any line of 
railway which shall have been constructed by Traction, 
under the franchises, or by virtue of a contract with 
the Fairmount Park Railway Company, and the Tioga 
and Venango Streets Passenger Railway Company, 
and the Park Avenue and Carlisle Street Passenger 
Railway Company, upon repayment to Traction of all 
sums which it shall have expended in the construction 
of said line of railway and of the appliances and plant 
for the operation of the same, and upon assumption 
of all liability by or concerning the same assumed 
by Traction. 

Twentieth .—All additions to, improvements, al¬ 
terations, and extensions of the tracks and roadway 
of railway, all betterments and improvements which 
may have been made thereon by Traction, and all 
motors, apparatus, appliances and plants, and cars 
which may have been constructed or erected on the 
line of railway by Traction, or shall have been con¬ 
structed for the purpose of said railway, shall, upon 
the determination of this lease, either by the expira¬ 
tion of the term herein provided or by earlier termina¬ 
tion, otherwise than by reason of Traction’s default¬ 
ing, become the property of Railway upon payment 
therefor in the way and manner hereafter provided; 
in case of earlier termination by reason of Traction’s 
defaulting they shall become the property of Railway 


246 Exit. A—Lease No. 16,13th & 15th Sts. P. By. Co. 

to such extent as Bailway shall in the manner herein¬ 
after provided elect to retain and pay for the same, 
and Traction may remove so much thereof as Bailway 
shall not elect in the way and manner hereinafter 
provided to acquire for its own use. A credit upon 
the price to be paid by Bailway to Traction shall be 
allowed of the amount of any bonds which shall have 
been issued by Bailway in payment therefor. Pro¬ 
vided, however, That nothing herein contained shall 
oblige Bailway upon termination of this lease to take 
or pay for any movable property which is not spe¬ 
cially adapted for the uses of Bailway, and can be 
utilized upon railways generally. 

The method of ascertaining the compensation to 
be paid by Bailway to Traction for so much thereof 
as it shall be its duty, or in case of Traction’s default 
it shall see tit, to appropriate shall be as follows:— 

As to all of said additions, extensions, erections, 
constructions, betterments, and improvements, in the 
case of termination not by reason of Traction’s de¬ 
faulting, and as to so much of the same in case of 
termination by Traction’s default as Bailway within 
the period of ten days after the termination of the 
lease shall express in writing its desire to acquire, 
the same shall be valued by three appraisers, or a 
majority thereof, to be appointed in the manner im¬ 
mediately hereinafter set forth, whose appraisement 
shall be final. The said appraisers shall be appointed 
within ten days, after the termination of the lease, or 
in case of termination by Traction’s defaulting within 
ten days after the expression by Bailway of its de¬ 
sire to acquire such property. The parties hereto 
shall each appoint one appraiser, and unless other¬ 
wise agreed by the parties hereto, the two thus ap¬ 
pointed shall nominate the third. In the event of 
the failure of either of the parties hereto to nominate 
the appraiser on his behalf within the said time, the 


Exh. A—Lease No. 16,13th & 15th Sts. P. By. Co. 247 

other party shall name an appraiser and the two thus 
appointed shall nominate the third. 

In the event of a failure of either of the parties 
hereto to nominate the appraiser on its behalf within 
said time the other party shall be at liberty to ap¬ 
point both appraisers, whose decision shall be final. 
In case of the failure of the two appraisers to agree 
upon the appointment of the third for fifteen days 
after their appointment, then it is agreed that the 
presiding judge of Court of Common Pleas, No. 1, 
of Philadelphia County shall appoint such third ap¬ 
praiser, who shall act as though appointed by the 
two first chosen. 

Upon the payment by Railway to Traction of the 
sum determined by the appraisers it shall become the 
owner of the property so appraised, and Traction shall 
execute all such deeds and conveyances therefor as 
may be reasonably required. 

Until such payment, and as security therefor, 
Traction shall be allowed to retain possession of, and 
to operate all, the leased premises. Payment shall be 
a condition precedent to the right of the Railway to 
resume possession. 

Twenty-first .—In case any difference shall arise 
between Traction and Railway in relation to the con¬ 
struction of this agreement, or the due performance 
of any covenant, the said parties shall each select a 
person of skill and experience in railway management, 
and these two shall select a third, and the three so 
chosen shall hear and decide such difference, and the 
award of the majority shall be final and conclusive 
upon both parties. 

In case of a failure of either party to choose its 
arbitrator for a period of ten days after a request in 
writing so to do delivered to its president, the other 
party may appoint both arbitrators, who shall there- 


248 Exh. A—Lease No. 16,13th & 15th Sts. P. Ry. Co. 


upon be entitled to conclusively and finally determine 
the dispute. In case of the failure for the space of 
ten days after the appointment of the two arbitrators 
to agree upon a third, such third arbitrator shall be 
chosen in the way and manner herein provided, by 
the president judge of Court of Common Pleas, No. 1, 
of Philadelphia County. 

In Witness Whereof, Each of the parties has 
caused its corporate seal to be hereto affixed, and the 
same to be attested by the signatures of the respective 
presidents and secretaries as of the day and year first 
hereinbefore written. 

13th & 15th Pass. R. W. Co., 

B. S. KUNKEL, 

[seal] President. 

Attest: 

Alex. Rennick, 

Secretary. 


Philadelphia Traction Co., 
PETER A. B. WIDENER, 
[seal] President. 

Attest: 

D. W. Dickson, 

Secretary. 


Sealed and delivered in 
presence of us: 

J. Rodman Paul, 
Jno. J. Wilkinson. 


Exit. A—Lease No. 17, Ridge Ave. Pass. Ry. Co. 249 
LEASE NO. 17. 


Lease. 

Ridge Ave. Passenger Railway Co. to Philada. 

Traction Co. 

This Agreement made this Thirtieth day of July 
A. I). One thousand eight hundred and ninety-two, 
between the Ridge Avenue Passenger Railway Com¬ 
pany, (hereinafter called ‘ 4 Ridge Avenue ”) of the 
first part, and the Philadelphia Traction Company, 
(hereinafter called “Traction”) of the second part, 
Witnesseth: 

Whereas, Ridge Avenue is authorized to lay out, 
construct and operate a passenger railway upon cer¬ 
tain streets of the City of Philadelphia, and to carry 
passengers over the same for compensation; 

And Whereas, Traction is authorized to construct, 
maintain, and operate motors, cables, poles, wires and 
other machinery for supplying motive power to pas¬ 
senger railways, and the necessary apparatus for ap¬ 
plying the same, with power to enter on any street 
on which a passenger railway now is or may hereafter 
be constructed, and, with the consent of the said pas¬ 
senger railway, to make, construct, maintain and oper¬ 
ate thereon such motors, cables, poles, wires, electrical 
or other appliances, and the necessary and convenient 
apparatus and mechanical fixtures as will provide for 
the traction of the cars of such passenger railway, and 
to enter into contracts with passenger railway com¬ 
panies to construct and operate motors, cables, elec¬ 
trical and other appliances necessary for the traction 
of their cars, and is further authorized to lease the 
property and franchises of passenger railway com¬ 
panies which they may desire to use or operate, and 



250 Exh. A—Lease No. 17, Ridge Ave. Pass. Ry. C,o. 

to use the said franchises, and to operate said rail¬ 
ways ; 

And Whereas, Ridge Avenue is desirous to pro¬ 
vide for the traction of cars over its railway by cables, 
motors, poles, wires, electrical appliances and other 
apparatus; 

And Whereas, Traction is willing to provide the 
appliances necessary for such traction and to operate 
the same, and for that purpose finds it necessary to 
become the lessee of the railway now owned by Ridge 
Avenue on the terms and conditions hereinafter set 
forth; 

And Whereas, the present agreement has been 
approved by the Boards of Directors of Ridge Avenue 
and of Traction, duly met for the consideration thereof, 
and has further been approved by the stockholders of 
said two companies duly assembled for the purpose, 
.after notice; 

Now This Indenture Witnesseth, That for and in 
consideration of the covenants and agreements of 
Traction, hereinafter contained, and of the sum of 
One dollar, to it in hand paid by Traction, the receipt 
whereof is hereby acknowledged Ridge Avenue doth 
hereby let and demise to Traction, its entire railway 
as the same is now located and constructed, or as the 
same may be hereafter located and constructed, in 
pursuance of any and every lawful authority now ex¬ 
isting, or which may hereafter exist, together with all 
the branches, extensions, sidings, turn-outs, tracks, 
rights of way, lands, machinery, fixtures, depots, 
stables, shops, stations, buildings, structures, improve¬ 
ments, appurtenances, tenements and hereditaments of 
whatever kind or description, and wherever situate, 
now held, owned, used or controlled by Ridge Avenue, 


Exit. A—Lease No. 17, Ridge Ave. Pass. Ry. Co. 251 

and all which at any time hereafter, during the term 
of this demise, may be held, owned, used or acquired 
by Ridge Avenue; Provided, That such after-acquired 
property shall be acquired for some purpose incident 
to, or connected with, the maintenance, operation, con¬ 
struction, or extension of the aforesaid railway and 
appurtenances; also all the horses, cars and other roll¬ 
ing stock, tools, implements, machines, harness, equip¬ 
ments, stable furniture, and such other like personal 
property generally of every kind or description be¬ 
longing to Ridge Avenue, and in use and intended and 
adapted for use on or about the railroad and premises 
demised, for the business thereof; also all the rights, 
powers, franchises and privileges which may now or 
at any time hereafter, during the aforesaid term, be 
lawfully exercised or enjoyed in, or about the use, 
management, maintenance, renewal, extension, or im¬ 
provement of the railway and appurtenances above 
demised; also all the right of Ridge Avenue to enter 
into contract by lease or otherwise: To Have and to 
Hold the premises thus leased and demised as afore¬ 
said unto Traction, for the full term of Nine hundred 
and ninety-nine years, beginning with the first day 
of September, A. D. one thousand eight hundred and 
ninety-two; unless the said term be ended and deter¬ 
mined sooner, as hereinafter provided, so far as Ridge 
Avenue possesses the power to lease and demise the 
above described leased railways; saving and except¬ 
ing out of this lease and contract the following de¬ 
scribed piece of land, which is to remain in Ridge 
Avenue, and which is not to pass to the lessees: 

A lot of ground bounded on the south by Susque¬ 
hanna Avenue, on the east by Thirty-first Street, on 
the north by Dauphin Street, and on the west by the 
west wall of the depot with the exception of twenty 
feet directly east of said wall from Susquehanna Ave¬ 
nue to Dauphin Street which is reserved to the Trac- 


252 Exh. A—Lease No. 17, Ridge Ave. Pass. By. C.o. 

tion Company for ingress and egress during the con¬ 
tinuance of this lease, and provided always neverthe¬ 
less, and it is expressly understood and agreed that 
nothing herein contained shall be deemed or taken in 
any manner to affect the right of corporate existence 
of Ridge Avenue, or such powers or franchises, the 
exercise of which may, from time to time, be necessary 
to protect the interests of its stockholders, according 
to the true intent and meaning of these presents. 

In consideration of the premises, the parties hereto 
do hereby covenant and agree as follows:— 

First .—Traction shall and will, in addition to the 
payments hereinafter provided for, pay to Ridge Ave¬ 
nue as the rent of the premises hereby demised, for 
the first three years of the term hereby created, (to 
wit, for the three years ending 1st September, 1895) 
the yearly rent or sum of $150,000; and for each and 
every succeeding year of the term hereby created, the 
yearly rent or sum of $180,000. The said yearly rental 
shall be paid in lawful money of the United States 
of America, in equal quarter-yearly payments, on the 
first days of December, March, June and September 
in each and every year, the first payment to be made 
on the first day of December, A. D. one thousand, 
eight hundred and ninety-two. 

Second. —Traction shall pay Ridge Avenue the 
yearly sum of $2,000, like lawful money of the United 
States of America, in equal quarterly payments on the 
first days of December, March, June and September of 
each and every year, the first payment to be made on 
the first day of December one thousand eight hundred 
and ninety-two for the purpose of defraying the ex¬ 
penses of maintaining the corporate organization of 
Ridge Avenue, and further grants unto Ridge Avenue, 
the use during the continuance of this lease, of the 
offices on the second floor of the Depot Building, situ- 


Exit. A—Lease No. 17, Ridge Ave. Pass'. Ry. Co. 253 

ate at the intersection of Ridge and Susquehanna Ave¬ 
nue and Traction shall provide said offices with heat, 
light and the services of a caretaker, without cost or 
charge to Ridge Avenue during the continuance of 
this lease. 

Third .—Traction shall and will, during the con¬ 
tinuance of the term hereby created, assume the pay¬ 
ment of, and faithfully and punctually pay, all taxes, 
charges and assessments now or hereafter lawfully 
imposed upon Ridge Avenue, or for which Ridge Ave¬ 
nue would otherwise in anywise he liable or charge¬ 
able on account of its corporate existence, its fran¬ 
chises, properties, business, earnings, bonds, capital 
stock, dividends or profits, and real and personal prop¬ 
erty, (saving only the real estate reserved for its own 
use by Ridge Avenue and hereinbefore described). It 
shall also assume and pay all license fees for each car 
run; Provided, however, That Traction shall not be 
liable to pay any sum of money under this covenant 
which shall hereafter be levied or assessed upon any 
shareholder of Ridge Avenue to be paid by such share¬ 
holder, by way of a direct tax on his, her, or its in¬ 
come or capital; Provided further, that Traction shall 
be liable for such part only of any tax or payment 
as aforesaid payable next after the beginning of the 
term hereby demised as shall be properly apportion- 
able to so much of the period during which the said 
tax or payment accrued as shall have intervened since 
the beginning of the term hereby demised. And Pro¬ 
vided further, that Traction shall not be subject to the 
payment of any tax on a capital stock in excess of 
the present issue of fifteen thousand shares of a par 
value of $750,000, nor on any dividends on capital stock 
in excess thereof, unless such additional capital stock 
shall be issued with the written consent of Traction. 


254 Exh. A—Lease No. 17, Ridge Ave. Pass. Ry. C,o. 

Fourth .—Traction shall and will, (subject where 
ihe occasion may require, to the apportionment as here¬ 
inbefore provided for,) punctually and faithfully pay 
all taxes, charges, levies, licenses, fines, claims, and 
assessments of any and every kind which, during the 
continuance of the term hereby demised, shall, in pur¬ 
suance of any lawful authority, be assessed or imposed 
upon Ridge Avenue’s premises and property, (except¬ 
ing the reserved piece of real estate above specified,) 
or any part thereof, or on the business there carried 
on, or the receipts gross or net therefrom, or if hereto¬ 
fore so assessed or imposed then so much thereof as 
may be fairly apportioned to the period of time ensu¬ 
ing after the beginning of the term hereby demised. 

Fifth .—No bonded indebtedness of Ridge Avenue 
now exists, and Traction assumes no liability for any 
such bonded indebtedness, nor for any indebtedness 
now existing, of Ridge Avenue, saving as hereinfter 
specifically provided. 

Sixth .—Traction shall and will from time to time, 
and at all times during the continuance of this lease, 
operate the railway and other property hereby de¬ 
mised, and keep and maintain the same, and all roads 
which may hereafter be acquired by the exercise of the 
franchises of Ridge Avenue, and all property passing 
hereunder, in thorough repair, working order and con¬ 
dition, and fully supplied with such horses, harness, 
rolling stock, equipments or other appliances as may 
be needed to fully develop, maintain and encourage the 
business of Ridge Avenue, supplying good capable 
horses in place of those that die or wear out, and using- 
good and suitable materials and workmanship for ail 
renewals and repairs as they shall from time to time 
become necessary. Traction will further supply, re¬ 
place and refurnish everything that may be lost, worn 


Exit. A—Lease No. 17, Ridge Ave. Pass. Ry. Co. 255 

out or otherwise disappear or become useless or value¬ 
less, or from any cause become depreciated in value, 
or shall pay the equivalent therefor in the way and 
manner provided. Traction shall also during the con¬ 
tinuance of this lease at its own expense, maintain the 
streets along the lines of the railway hereby demised, 
or such portions of them as shall be required by law or 
ordinance, in such good condition as Ridge Avenue 
would have been required to keep them if this lease 
had not been made. Traction shall indemnify and 
save Ridge Avenue harmless against all claims, costs 
and damages for paving or repaving and repairing 
said streets now laid or hereafter to be laid, which 
may be collected or become collectible by municipal 
authority or for the cost of which Ridge Avenue may 
be liable; Provided, however, that Ridge Avenue shall 
remain liable itself to pay the cost of paving, repaving 
or repairing all such streets which shall be done prior 
to September 1st, 1892. Traction shall also from time 
to time, and at all times, indemnify and save harmless 
Ridge Avenue from all liabilities, damages, claims and 
suits by reason of anything which ought to be done or 
which has been omitted to be done by Traction in any 
of the above recited premises which should have been 
done by it under its covenants. Traction at the expira¬ 
tion or other determination of the hereby demised term 
shall surrender the said railway and premises to Ridge 
Avenue in the same good order and condition in which 
they now are. 

It Reing Understood and Agreed, however, That 
all policies of perpetual insurance now held by Ridge 
Avenue on any building or structure hereby demised 
shall continue to be held by Ridge Avenue, and that all 
sums received by Ridge Avenue under such policies, or 
any of them, shall be appropriated to restoring or re¬ 
placing the buildings or structures for the loss of or 
damage to which the said sums were paid. 


256 Exh. A—Lease No. 17, Ridge Ave. Pass. Ry. Co. 

It Reing Further Understood and Agreed, That 
Traction shall, at its own expense, keep the buildings 
and personal property hereby demised, and any build¬ 
ings or personal property that may be used to replace 
the same, (except so far as covered by the policies of 
perpetual insurance, hereinbefore referred to) insured 
to at least such proportionate extent as it shall keep 
insured its own buildings and personal property of like 
character, and to an extent at least equal to the value 
of the insurance at present existing; and that in the 
event of loss or damage by fire the amount of insurance 
money recovered shall he applied to the replacement 
or restoration of the property destroyed or injured. 

Seventh .—A full and correct description, inven¬ 
tory and appraisement of the cars and other rolling 
stock hereby demised, and of all the horses, tools, im¬ 
plements, machinery, harness, equipments, stable fur¬ 
niture and such like property hereby demised or in¬ 
tended so to be, shall be made and signed in duplicate 
by three persons, one to be selected by each of the 
parties hereto and the third by the two thus selected. 
A duplicate of the said inventory and appraisement 
shall be delivered to each of the parties hereto after 
having been identified by the signatures of the Presi¬ 
dents of the parties hereto. It shall be the duty ol 
Traction on the determination of this lease either by 
the expiration of the term hereby created, or by sooner 
ending under the provisions hereof to deliver to Ridge 
Avenue like or similar personal property of value 
equal to the amount of said inventory and appraise¬ 
ment to be valued by appraisers to be appointed in the 
way and manner hereinafter set forth. 

Eighth .—If Traction shall have substituted cables, 
motors or electrical appliances and cars adapted for 
use by other locomotion than that of. horses for the 
railways and rolling stock delivered to it by Ridge 


257 


Exh. A—Lease No. 17, Ridge Ave. Pass. Ry. Co. 

Avenue, the same, at the expiration of this lease, or 
sooner determination thereof, shall be valued in the 
way and manner hereinafter provided, and such value 
shall be accepted by Ridge Avenue in lieu of the rail¬ 
way and rolling stock which has been replaced. 

Ninth .—If in the opinion of the Board of Directors 
of Ridge Avenue, Traction shall, at any time, fail to 
keep the property, its equipments or operations, up to 
its agreed standard of efficiency, they may notify Trac¬ 
tion in writing wherein such failure is charged, and, 
upon failure of Traction after such notice to proceed 
promptly to comply with such notice, or its refusal to 
do so, Ridge Avenue may proceed to submit the matter 
to three arbitrators chosen in the manner hereinafter 
prescribed, and their decision when made shall be final 
between the parties, and it shall thereupon be the duty 
of Traction to comply therewith within three months 
from notice of such report, and the failure on the part 
of Traction so to comply within three months shall be 
conclusive evidence against Traction that it has made 
default in this respect. 

Tenth .—Traction shall not occupy or use the prop¬ 
erty hereby demised, otherwise than as and for the 
business of a city passenger railway, nor shall Traction 
assign, mortgage or pledge the term hereby created or 
any right hereunder, or underlet the said demised 
property or any portion thereof, without the consent 
thereto of Ridge Avenue signified by resolutions of its 
stockholders adopted at a meeting duly called for the 
purpose, and any lawful levy or sale on execution or 
attachment or other legal process of the franchises and 
property of Traction, or of its rights as lessee under 
this lease or any assignment or sale thereof in bank¬ 
ruptcy or insolvency shall be deemed and taken to be 
an assignment within the meaning of this lease, and if 
Traction permit, allow or cause any of the covenants 


258 Exit. A—Lease No. 17, Ridge Ave. Pass. Ry. Co. 

of this clause of this lease to he broken, then this lease 
and the term thereof, at the option of Ridge Avenue, 
shall cease and determine, and if a receiver or assignee 
shall be appointed of the franchises and property of 
Traction, then such appointment at the option of Ridge 
Avenue may and shall end and determine this lease, 
and Ridge Avenue may at its option immediately re¬ 
take possession of the hereby demised property, and 
the same shall not pass into the possession of such 
receiver or assignee, provided, however, that in such 
event, Traction shall he and remain liable in damages 
to Ridge Avenue for all damages suffered by Ridge 
Avenue in consequence of such breach. 

Eleventh .—Ridge Avenue shall and will, during 
the term hereby demised, continue its corporate exist¬ 
ence and organization. At all times and from time to 
time during the said term, when requested by Traction, 
it shall and will put in force and exercise each ancl 
every corporate power and do each and every cor¬ 
porate act which Ridge Avenue might have or may at 
any time hereafter, lawfully put in force or exercise, 
to enable Traction to enjoy, avail itself of and exercise, 
every right, franchise and privilege in respect to the 
use, management, maintenance, renewal, extension or 
improvement of the premises hereby demised, or in¬ 
tended so to be, or the business there carried on, Trac¬ 
tion agreeing to indemnify and save harmless Ridge 
Avenue against all expenses, losses, damage or liabili¬ 
ties, for such exercise of the corporate powers or per¬ 
formance of corporate acts when exercised or done at 
the request of Traction. Ridge Avenue will do all that 
may be necessary to be done in the exercise of its fram 
chises, and by application to City Councils and other¬ 
wise to secure the introduction and use on its line of 
railway of Cable and electrical propulsion. It shall 
not, however, be subjected to any expense to itself by 
reason of the exercise of its franchises in the way pro- 


Exit. A—Lease No. 17, Ridge Ave. Pass. Ry. Co. 259 

vided for, nor by reason of its applications as thus 
stipulated to be made. It shall use, however, all dili¬ 
gence and power to secure, without expense to itself 
in the securing, the right to make this change of pro¬ 
pelling power when desired by Traction. 

Twelfth. —Traction, keeping and performing the 
covenants herein contained, upon its part to be kept 
and performed, shall and may, at all times and time 
and from time to time, peaceably and quietly have, hold, 
use and enjoy the demised premises and every part 
and parcel thereof with the appurtenances without any 
manner of let, suit, trouble, or hindrance from Ridge 
Avenue, its successors and assigns. Ridge Avenue 
shall and will, at any time hereafter, execute and de¬ 
liver such further assurances as may be reasonably 
required fully to effectuate the objects and purposes 
of this indenture, and more fully to cause to accrue 
unto Traction all the rights and privileges herein men¬ 
tioned and granted, or intended so to be. 

Thirteenth .—Traction shall, at all times hereafter, 
at its own expense, in exercise of any franchises vested 
in Ridge Avenue, build branches and extensions of its 
lines, which it shall use as though included in the prem¬ 
ises hereby demised, such branches and extensions so 
constructed shall be and become the property of Ridge 
Avenue and shall be used by Traction as lessee as part 
of the demised premises. 

Fourteenth .—It shall be the duty of Ridge Avenue 
to pay all debts of every kind and character contracted 
by it prior to the first day of September, A. D. 1892, 
and also to settle all claims for damages for injuries 
caused by it prior to said date, and to liquidate all 
liability of every sort and kind theretofore incurred by 
it. It shall also be Ridge Avenue’s duty to pay all bills 
for paving done by it, or by the City of Philadelphia 
prior to the first day of September, 1892, provided, 


260 Exh. A—Lease No. 17, Ridge Ave. Pass. Ry. C,o . 

however, that nothing herein contained shall operate 
to relieve Traction from the liability to pave, repave 
or repair the streets as covenanted in the Sixth article 
hereof. 

Fifteenth .—All new materials on hand for car or 
road construction and also all feed on hand, in pos¬ 
session of Ridge Avenue, on the first day of Septem¬ 
ber, 1892, which shall be delivered to Traction, shall be 
paid for at a price to be agreed upon between the par¬ 
ties hereto. 

Sixteenth. —Traction, during the continuance of 
the term hereby created, may make such additions to, 
alterations, improvements and extensions of the tracks 
and roadway of Ridge Avenue, such alterations of 
motive power by the erection of cable, electrical and 
other appliances, such erections on the real estate 
thereof, and such betterments and improvement, includ¬ 
ing the supply of suitable cars, as it may deem neces¬ 
sary for the proper operation of the demised line of 
railway, at its option, by horses, by cables, by electrical 
or other appliances. It shall also be at liberty to pro¬ 
vide such necessary buildings, machinery, erections, 
plants and apparatus as it shall deem requisite for the 
traction of cars along said demised lines of railway. 

If Traction shall change the plant of Ridge Avenue 
into a cable line, or to any other method of mechanical 
or electrical traction, it shall have the right to sell the 
horses, horse furniture, and so much of the rolling 
stock and equipment as may not be needed for the 
operation of the road by such new method, but in such 
case the proceeds thereof shall be received by Ridge 
Avenue to be expended by Traction in new Equipment, 
extensions or betterments in carrying out such change, 
and to be paid out only after Ridge Avenue shall have 
become satisfied that the new method of traction has 
been successfully applied, and that it will not be neces- 


Exh. A—Lease No. 17, Ridge Ave. Pass. Ry. Co. 261 

sary to return to traction by horses, and Ridge Avenue 
shall be the owner of all erections, extensions, altera¬ 
tions and improvements in the plant made by Traction 
in such change of motive power. 

Seventeenth .—The method of appointment of ap¬ 
praisers stipulated to be appointed by this lease, shall 
be as follows: Said appraisers shall be appointed 
within ten days after the arrival of the time at which 
they can be appointed under the provisions of this 
lease. The parties hereto shall each appoint one ap¬ 
praiser and the two thus appointed shall nominate the 
third. In the event of the failure of either of the par¬ 
ties hereto to nominate an appraiser on its own behalf 
within said ten days the other party shall be at liberty 
to appoint both appraisers, whose decision shall be 
final. In case of the failure of the two appraisers to 
agree upon the appointment of the third within ten 
days after their appointment, then the Presiding Judge 
of the Court of Common Pleas No. 1, of Philadelphia 
County may appoint such third appraiser, who shall 
act as though appointed by the two first chosen. 

Eighteenth .—It is expressly understood and 
agreed that when a time for the payment of any money 
or rent, or for the performance of any covenants of 
this lease is fixed, that such time is of the essence of the 
contract, and will not be relieved against, and that if 
any of the payments hereinbefore mentioned shall not 
be paid by Traction at or before the time specified 
therein for payment of the same, and if such default 
shall continue for thirty days, or in case of default or 
failure to perform shall take place or be made by Trac¬ 
tion in any of the other covenants of this lease for any 
period of thirty days after written notice of such de¬ 
fault or failure shall have been delivered by Ridge 
Avenue to Traction then this lease, at the option of 
Ridge Avenue shall cease and determine, and it shall 
be lawful for Ridge Avenue to enter into and upon the 


262 Exh. A—Lease No. 17, Ridge Ave. Pass. Ry. C,o. 

hereby demised premises, or such as may be subsisting 
in their place, and forming the subject of this lease, 
and take possession of the same, with the appurte¬ 
nances, and with all additions and improvements 
thereof, and upon such re-entry, to remove all persons 
therefrom and thenceforth to have, hold, possess and 
enjoy the same as of its former estate therein, and 
thereafter all the estate interest of it, Traction, in and 
to the same, shall absolutely cease and determine, as 
though these presents had never been made. Provided, 
however , that such re-entry shall not in any manner 
affect any claim of Ridge Avenue for rent or for dam¬ 
ages resulting from the breach of the covenants herein 
contained. 

And in case of such default by Traction, and such 
determination of this lease, by Ridge Avenue, if it shall 
be necessary for the better protection of the rights, in¬ 
terest and estate of Ridge Avenue in the hereby de¬ 
mised premises to commence proceedings in ejectment 
or other action in law or equity for the whole or any 
part of the hereby demised premises, it shall be com¬ 
petent for any attorney of any Court of Record of this 
Commonwealth to appear on behalf of Traction, for 
which this shall be his sufficient warrant, and confess 
judgment in such ejectment or other proceedings, and 
thereupon a Writ of Habere Facias Possessionem may 
forthwith issue. And it is further agreed that in the 
event of a confession of a judgment in ejectment as 
above provided, Ridge Avenue in order to recover pos¬ 
session of the personal property hereby demised and 
such other personal property as may have been substi¬ 
tuted for it, under the provisions of this lease, may 
commence an action of replevin against Traction, and 
any person or persons, corporation or corporations in 
possession thereof through Traction, and in such action 
any attorney of any court of record of this Common¬ 
wealth may appear for the Defendant and Defendants 


Exit. A—Lease No. 17, Ridge Ave. Pass. By. Co. 263 

for which this shall be sufficient warrant, and Trac¬ 
tion hereby releases Ridge Avenue and its surety and 
sureties in said action from any and all actions, suits 
and claims by reason of the issuing of such writ or 
the giving of a replevin bond. Neither of the actions or 
proceedings above mentioned shall exclude Ridge Ave¬ 
nue from any other action or proceeding which it may 
deem necessary for the preservation and enforcement 
of its rights under this lease. It being the intention of 
the parties hereto that immediate possession shall be 
had by Ridge Avenue on the termination of this lease, 
in case Traction shall deny that it has broken any of 
its covenants and shall make a defense to any proceed¬ 
ings which may be taken by the Ridge Avenue to re¬ 
cover possession, then it is hereby agreed that pending 
such litigation, the Court having jurisdiction of such 
proceeding or any other court of competent jurisdic¬ 
tion, on the motion of Ridge Avenue by a proper form 
of proceeding, shall be authorized to appoint a Re¬ 
ceiver pending such litigation, who shall at once take 
possession of the property, operate the railway, and 
after deducting expenses, apply the balance on account 
of the rent until such litigation be ended, when he 
shall at once turn over the property to the successful 
party in the litigation, and shall account as such Re¬ 
ceiver. The same provisions shall also apply to any, 
each and all subsequent violations of the provisions of 
this lease by the said Traction. 

Nineteenth .—If any difference shall arise at any 
time between the parties hereto in relation to the con¬ 
struction of this agreement, or the due performance of 
any of the covenants hereunder, the said parties shall 
each select a person of skill and experience in railway 
management and these two shall select a third, and the 
three so chosen shall hear and decide such difference, 
and the award of the majority shall be final and con¬ 
clusive upon both parties. In case either party shall 
fail to select a person for a period of ten days after a 


264 Exh. A — Lease No. 17, Ridge Ave. Pass. Ry. Co. 


request in writing delivered with the President then 
the person appointed by the party not in default shall 
select a person for the defaulted party, and those two 
shall proceed as herein provided in case of no default 
in the selection of arbitrators as aforesaid. In case the 
two parties appointed cannot agree on the selection of 
the third arbitrator, such third arbitrator after a ten 
days’ failure to agree shall be appointed by the presid¬ 
ing judge of the Court of Common Pleas No. 1, of 
Philadelphia County, such appointee shall act as though 
appointed by the two first chosen. 


In Witness Whereof each of the parties hereto 
hath caused its corporate seal to be hereto affixed and 
the same to be attested by the signatures of its Presi¬ 
dent and Secretary as of the day and year first above 
written. 

E. B. EDWARDS, 

Prest. Ridge Avenue P. R. W. Co. 

[seal] 


W. S. Blight, 

Secretary. 


P. A. B. WIDENED, 

Pres. Phila. Traction Co. 


Attest: 

D. W. Dickson, 

Secretary. 


Sealed and delivered in the 
presence of us: 

As to E. B. Edwards and W. S. Blight, 
Wm. Myers, 

Daniel M. Boring. 

As to P. A. B. Widener and D. W. Dickson, 
Howard J. Lukens, 

Geo. W. Elkins. 


Exhibit A—Lease No. 18, Catherine and 265 
Bainbridge Streets Pass. By. Co. 

LEASE NO. 18. 


Lease. 

The Catherine & Bainbridge Sts. Railway to the Phila -, 
delphia Traction Company. 

This Indenture, made to take effect as of the First 
day of March, Anno Domini, One Thousand Eight 
Hundred and Ninety (1890), between The Catherine 
and Bainbridge Streets Railway Company of the City 
of Philadelphia, of the first part, and the Philadelphia 
Traction Company, of the second part. 

Whereas, at a meeting of the incorporators of The 
Catherine and Bainbridge Streets Railway Company of 
the City of Philadelphia, held on the Twentieth day of 
May, A. D., 1889, the following resolution was passed, 
to wit: 

“Resolved, that said Directors are authorized to 
“ lease the road to the Philadelphia Traction Company 
“upon a net guarantee of not less than six per cent, 
“on the amount of Stock paid in, and the interest on 
“the Bonds actually issued for construction and equip- 
4 ‘ ment. ’ ’ 

Whereas, at a meeting of the Board of Directors 
of The Catherine and Bainbridge Streets Railway Com¬ 
pany of the City of Philadelphia, held on the Twen¬ 
tieth day of November, A. D., 1890, the foregoing reso¬ 
lution was read, and it was then 

“Resolved, that a lease of the road be made to the 
1 ‘ Philadelphia Traction Company upon the said terms, 
“and this present form of Lease was then submitted 
“to the said Board of Directors and was approved by 
“them, and the President and Secretary were author¬ 
ized to execute and deliver the same.” 



266 Exhibit A — Lease No. 18, Catherine and 
Bainbridge Streets Pass. Ry. Co. 

And Whereas, at a meeting of the Board of Direc¬ 
tors of the Philadelphia Traction Company, held on 
the Twentieth day of November, A. D., 1890, it was 

“Resolved, that the said last mentioned Company 
“ should lease the road of The Catherine and Bain- 
“bridge Streets Railway Company of the City of Phila¬ 
delphia, upon a net guarantee of six per cent, on the 
“amount of Stock paid in, and the interest on the Bonds 
“actually issued for construction and equipment, and 
“this present form of Lease was submitted to the said 
“Board and was approved of by it, and the President 
“and Secretary were authorized to execute and deliver 
“the sained’ 

Now this Indenture Witnesseth, That the party of 
the first part, for and in consideration of the covenants 
on the part of the party of the second part, to be kept 
and performed, have granted and demised, and by 
these presents do grant and demise unto the party of 
the second part, its successors and assigns, all and sin¬ 
gular the railroad now owned and heretofore operated 
by the said party of the first part, or as the same may 
at any time hereafter be located, constructed or ex¬ 
tended, together with all and every the sidings, appur¬ 
tenances, railways, rights of way, depot grounds, lands 
and tenements, stables, shops and other structures of 
every kind and description, and all horses, mules and 
live stock, harness and equipment and stable furniture, 
cars, sleighs, wagons and other vehicles, and generally 
all the personal property belonging to the party of the 
first part, and all rights, privileges and franchises con¬ 
nected with or relating to the said demised railroad, 
or any part thereof, or to the construction, maintenance, 
use, re-location or operation of the same as fully and 
as entirely as the same are now or may be hereafter 
vested in the party of the first part, saving and reserv- 


Exhibit A—Lease No. 18, Catherine and 267 
j Bainbridge Streets Pass. Ry. Co. 

ing, however, the franchise to be a corporation or any 
other right or privilege which is or may be necessary 
to preserve the corporate existence or organization of 
the party of the first part. 

To Have and to Hold the said railroad with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto the party of the 
second part, its successors and assigns, from the First 
day of March, One Thousand Eight Hundred and 
Ninety, (1890), for and during the full term of ninety - 


*Memorandum of Agreement made and entered into this Twenty- 
fourth day of September, A. D., One thousand eight hundred and 
ninety-five (1895), by and between the Catherine & Bainbridge Streets 
Passenger Railway Company (hereinafter called Railway) of the first 
part and the Philadelphia Traction Company (hereinafter called Trac¬ 
tion) of the second part; 

Whereas a lease of all the property and franchises of Railway 
was made to Traction for a period of Ninety-nine (99) years, begin¬ 
ning on the 1st day of March, A. D., 1890, upon certain terms and con¬ 
ditions ; 

And Whereas it is the desire of both parties thereto to reform and 
amend the same in certain particulars; 

And Whereas at a meeting of the stockholders of Railway duly 
held this Twenty-fourth day of September, 1895, the following Pre¬ 
amble and Resolution was unanimously adopted: 

“Whereas a lease of this company to the Philadelphia Traction 
Company was duly executed by authority of the stockholders and di¬ 
rectors hereof and duly accepted by the Philadelphia Traction Company 
for the term of Ninety-nine (99) years, beginning on the first day of 
March, A. D., 1890, for the rental of Nine thousand dollars ($9,000) 
per annum, being six per cent, upon the par value of the 3,000 shares 
of stock then issued by this company; 

“And Whereas since the making of said lease, Philadelphia Trac¬ 
tion Company being the owner of all of the stock in this company, has 
advanced to this company further large sums of money in part pay¬ 
ment for which this company has duly issued to the said Philadelphia 
Traction Company five thousand (5,000) additional shares of stock 
(full paid) at par, so that the present issue of capital stock is eight 
thousand (8,000) shares of a par value of $400,000; 

“And Whereas it is desired by the parties to said lease to re-form 




268 ‘ Exhibit A—Lease No. 18, Catherine and 
Bainbridge Streets Pass. By. Co. 

nine years* thence next ensuing, to be fully completed 
and ended, subject as to said term to the stipulation 
relative to a forfeiture hereinafter contained. 

In Consideration Whereof, the party of the second 
part, for itself, its successors and assigns, covenants to 
and with the party of the first part, its successors and 
assigns, as follows: 


First .—To pay to the Treasurer of the party of 
the first part, on the First days of March and Sept, 
in each year, during the continuance of said demise, the 
sum of Forty-five Hundred Dollars, making Nine Thou¬ 
sand Dollars per annum. 

Second .—To pay the interest as the same becomes 
due upon all of the Bonds actually issued by the party 
of the first part for construction and equipment. 


the same, increasing the term thereof to nine hundred and ninety-nine 
(999) years, and providing for the payment of a greater or larger rental, 
so that all of the shares of stock of said company shall receive six per 
centum thereon, during the term of said lease; 

“Now Therefore be it Resolved, That the officers of this company 
are hereby authorized to enter into a writing with the Philadelphia 
Traction Company, in and by which the said lease shall be so amended 
and re-formed as to make the term thereof Nine hundred and ninety- 
nine (999) years, beginning on the ist day of March, A. D., 1890, and 
that the first covenant of said lease shall be so amended as to read ‘to 
pay to the Treasurer of the party of the first part, on the ist days of 
March and September in each year during the continuance of this de¬ 
mise the sum of Twelve thousand dollars ($12,000), making Twenty- 
four thousand ($24,000) per annum. It being acknowledged by both 
parties that all payments of rental under said lease have been made 
and received up to and including the payment due September ist, 1895/ ” 

And Whereas said Preamble and Resolution was duly communi¬ 
cated to Traction on the same day, which thereupon authorized its 
officers to enter into the paper or agreement referred to therein ; 

Now Therefore in consideration of the premises, and of the sum 
of One Dollar in hand paid by Railway to Traction, the receipt whereof 



Exhibit A—Lease No. 18, Catherine and 269 
Bainbridge Streets Pass. Ry. Co. 

Third .—To pay all taxes now or hereafter imposed 
by law, or by ordinance npon the earnings from or 
business of the said railroad, or that may be lawfully 
levied upon the said demised property. 


is hereby acknowledged, it is covenanted and agreed between the parties 
as follows: 

1. The term of the said lease is hereby changed from Ninety-nine 
(99) years to the full term and period of nine hundred and ninety-nine 
( 999 ) years, beginning on the 1st day of March, A. D. One thousand 
eight hundred and ninety, for the whole of which term and period Trac¬ 
tion shall have and hold Railway, its franchises and appurtenances, in 
the same manner as if the said lease had been originally executed for 
the full term of nine hundred and ninety-nine (999) years, each party 
being bound by all the terms, covenants and conditions thereof, as herein 
amended, for the full term of Nine hundred and ninety-nine (999) 
years. 

2. The first covenant in said lease is hereby amended so as to read 
as follows: 

“To pay to the Treasurer of the party of the first part, on the 1st 
days of March and September in each year during the continuance of 
this demise the sum of Twelve thousand dollars ($12,000), making 
Twenty-four thousand dollars ($24,000) per annum. It being acknowl¬ 
edged by both parties that all payments of rental under this lease have 
been made and received up to and including the payment due Septem¬ 
ber 1st, 1895.” 

In Witness Whereof the parties have hereunto set their hands and 
seals at Philadelphia, the day and year first above written. 

Catherine and Bainbridge Streets Passenger Railway 

Company, 

By 

GEORGE W. ELKINS, 

President. 

Attest: 

D. W. Dickson, 

[seal] Secretary. 

Philadelphia Traction Company, 

By 

P. A. B. WIDENER, 

President. 

Attest: 

D. W. Dickson, 

[seal] Secretary. 

Sealed and Delivered in the 
presence of us: 

Milton C. Work, 

Ellis Ames Ballard. 



270 Exhibit A—Lease No. 18 , Catherine and 

Bainbridge Streets Pass. By. Co. 

Fourth .—To keep the demised property in good 
condition and repair. 

And it is further stipulated and covenanted by 
the parties hereto: 

Fifth .—That in the event of a default on the part 
of the party of the second part for the period of six 
months to pay the semiannual sum of Forty-five Hun¬ 
dred Dollars, and the interest on said Bonds as it be¬ 
comes due, then this demise, at the option of the party 
of the first part, its successors or assigns, to be signi¬ 
fied by a resolution of its Board of Directors, shall at 
once cease and determine, and the said party of the 
first part, its successors and assigns, shall be entitled to 
re-enter and take possession of the said railroad and 
demised premises, with the appurtenances, corporate 
rights and franchises, and all additions and improve¬ 
ments thereon, and shall and may demand all moneys 
then in arrear and unpaid. 

Sixth .—That if any difference shall arise between 
the parties hereto, in relation to the construction of 
this Indenture or the due performance of any covenant, 
the said parties shall each select a person of skill and 
experience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In case 
either party shall fail to select a person for a period of 
fifteen days after a request to do so, in writing, deliver 
to its President, then the person appointed by the party 
not in default shall select a person for the defaulting 
party, and these two shall proceed as herein provided, 
in case of no default. 

In Witness Whereof, the parties hereto have caused 
their Corporate Seals to be hereto affixed, and the 


Exhibit A—Lease No. 18 , Catherine and 271 
Bainhridge Streets Pass. Ry. Co. 

same to be attested by the signatures of their respec¬ 
tive Presidents and Secretaries. 

The Catherine & Bainbridge Streets 
Railway Compy. 

W. H. KEMBLE, 

President . 

Attest: 

D. W. Dickson, 

[seal] Secty. 


Attest: 

D. W. Dickson, 
[seal] Secty. 


Philada. Traction Co. 

W. H. KEMBLE, 

President. 


Signed, Sealed and Delivered in 
the presence of us: 

R. F. Bower, 

Jno. B. Peddle. 


272 Exhibit A—Lease No . 19, Twenty-second 

St. and Allegheny Ave. Pass. By. Co. 

LEASE NO. 19 . 

Lease. 

The 22d Street & Allegheny Avenue Passenger Rail¬ 
way Co. to the Philadelphia Traction Co. 

This Indenture, made to take effect as of the first 
day of March, Anno Domini One thousand eight hun¬ 
dred and ninety-four ( 1894 ) between the 22d Street and 
Allegheny Avenue Passenger Railway Company, of the 
first part, and the Philadelphia Traction Company, of 
the second part. 

Whereas, at a meeting of the Stockholders of the 
22 d St. & Allegheny Avenue Passenger Railway Com¬ 
pany, held on the fifth day of December, Anno Domini 
1894 , the following Resolution was passed, to wit: 

“Resolved, That the Directors be authorized to 
lease the road to the Philadelphia Traction Company, 
upon a net guarantee of six per cent, on the amount of 
stock issued, and the interest on the bonds issued by 
this Company. ” 

And Whereas, at a meeting of the Board of Di¬ 
rectors of the 22 d Street & Allegheny Avenue Passen¬ 
ger Railway Co. held on the fifth day of December, 
1894 , the foregoing resolution was read and it was then, 

Resolved, That a lease of the 22 d Street & Alle¬ 
gheny Avenue Passenger Railway Co. be made to the 
Philadelphia Traction Co. upon a net guarantee of six 
per cent, on the amount of stock issued, and the interest 
on bonds issued by the said 22d Street & Allegheny 
Avenue Passenger Railway Co., and the President and 
Secretary be authorized to execute and deliver the form 
of lease submitted to the Board of Directors. 

And Whereas, at a meeting of the Board of Direc¬ 
tors of the Philadelphia Traction Co., held on the fifth 
day of December, 1894 , it was, 

Resolved, That the Philadelphia Traction Co. lease 
the 22 d Street & Allegheny Avenue Passenger Railway 


Exhibit A—Lease No. 19, Twenty-second 273 

St. and Allegheny Ave. Pass. Ry. Co. 

Co. upon a net guarantee of six per cent, on the amount 
of stock issued, and the interest on bonds issued by the 
said 22 d Street & Allegheny Avenue Passenger Rail¬ 
way Co., and the President and Secretary be authorized 
to execute and deliver the form of lease submitted to 
the Board of Directors. 

Now this Indenture Witnesseth, That the party of 
the first part, for and in consideration of the covenants 
on the part of the party of the second part to be kept 
and performed, have granted and demised, and by these 
presents do grant and demise unto the party of the 
second part, its successors and assigns, all and singular 
the railroad now owned and heretofore operated by the 
said party of the first part, or as the same may at 
any time hereafter be located, constructed or extended, 
together with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops and other structures of every 
kind and description, and all horses, mules and live 
stock, harness and equipment and stable furniture, 
cars, sleighs, wagons and other vehicles, and generally 
all the personal property belonging to the party of the 
first part, and all rights, privileges and franchises con¬ 
nected with or relating to the said demised railroad, 
or any part thereof, or to the construction, maintenance, 
use, re-location, or operation of the same as fully, and 
as entirely the same are now or may be hereafter vested 
in the party of the first part, saving and reserving, 
however, the franchise to be a corporation or any other 
right or privilege which is or may be necessary to 
preserve the corporate existence or organization of the 
party of the first part. 

To Have and to Hold the said railroad with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, unto the party of the 
second part, its successors and assigns, from the first 


274 Exhibit A—Lease No. 19, Twenty-second 
St. and Allegheny Ave. Pass. Ry. Co. 


day of March, A. D. one thousand eight hundred and 
ninety-four (1894) for and during the full term of 
ninety-nine (99) years,* thence next ensuing, to be fully 
completed and ended, subject as to said term to the 
stipulation relative to a forfeiture hereinafter con¬ 
tained. 

In Consideration Whereof, the party of the second 
part, for itself, its successors and assigns, covenants 
to and with the party of the first part, its successors 
and assigns, as follows:— 

^Memorandum of Agreement made and entered into this Twenty- 
fourth day of September, A. D., One thousand eight hundred and 
ninety-five (1895), by and between the 22nd Street & Allegheny Avenue 
Passenger Railway Company (hereinafter called Railway) of the first 
part, and the Philadelphia Traction Company (hereinafter called Trac¬ 
tion) of the second part; 

Whereas a lease of all the property and franchises of Railway was 
made to Traction for a period of Ninety-nine (99) years, beginning 
March 1st, 1894, upon certain terms and conditions; 

And Whereas it is the desire of both parties thereto to reform and 
amend the same in certain particulars; 

And Whereas at a meeting of the stockholders of Railway duly 
held this Twenty-fourth day of September, 1895, the following Pre¬ 
amble and Resolution was unanimously adopted: 

“Whereas a lease of all the property and franchises of this com¬ 
pany to the Philadelphia Traction Company was duly entered into on 
the 5th day of December, A. D., 1894, to take effect as of the 1st day of 
March, A. D., *1894, and to continue for the full term of ninety-nine 
(99) years; 

“And Whereas it is the desire of both parties to the said lease to 
re-form and amend the same, so that the term of said lease shall be 
nine hundred and ninety-nine (999) years from the said 1st day of 
March, A. D., 1894; 

“And Whereas the first covenant in said lease does not accurately 
express the amount of rental agreed upon between the parties; 

“Now Therefore be it Resolved That the officers of the company 
be authorized and instructed to enter into an agreement with the Phila¬ 
delphia Traction Company in and by which the said lease shall be 
amended so that the term thereof shall be 999 years beginning on the 
1 st day of March, A. D., 1894, and that the first covenant of said lease 
shall be amended so as to read as follows: 

“ T. To pay to the Treasurer of the party of the first part on the 
1st days of March and September in each year during the continuance 
of this demise the sum of Thirty thousand dollars ($30,000), being 

/ 



Exhibit A—Lease No. 19 , Twenty-second 275 

St. and Allegheny Ave. Pass. Ry. Co. 

First .—To pay to the Treasurer of the party of 
the first part, on the first days of March and August, 
in each year during the continuance of said demise, six 
per cent, on the par value of the amount of stock actu¬ 
ally issued. 

Second .—To pay the interest as the same becomes 
due upon all of the bonds actually issued by the party 
of the first part for construction and equipment. 

Third .—To pay all taxes now or hereafter imposed 
by law, or by ordinance, upon the earnings from or 
business of the said railroad, or that may be lawfully 


Sixty thousand dollars ($60,000) per annum or six per cent, upon the 
par value of the total capital stock of this company. It being acknowl¬ 
edged by both parties that all payments of rental under this lease have 
been duly made and received up to and including the payment due 
September 1st, 1895.’ ” 

And Whereas said Preamble and Resolution was duly communi¬ 
cated to Traction on the same day, which thereupon authorized its 
officers to enter into the paper or agreement therein referred to; 

Now Therefore in consideration of the premises, and of the sum 
of One Dollar in hand paid by Railway to Traction, the receipt whereof 
is hereby acknowledged, it is covenanted and agreed between the parties 
as follows: 

1. The term of the said lease is hereby changed from Ninety-nine 
(99) years to the full term and period of nine hundred and ninety-nine 
(999) years, beginning on the 1st day of March, A. D., One thousand 
eight hundred and ninety-four, for the whole of which term and period 
Traction shall have and hold Railway, its franchises and appurtenances, 
in the same manner as if the said lease had been originally executed 
for the full term of nine hundred and ninety-nine (999) years, each 
party being bound by all the terms, covenants and conditions thereof, 
as herein amended, for the full term of Nine hundred and ninety-nine 
(999) years. 

2. The first covenant in said lease is.hereby amended so as to read 
as follows: 

“To pay to the Treasurer of the party of the first part on the first 
days of March and September in each year during the continuance of 
this demise, the sum of Thirty thousand dollars ($30,000), being 
Sixty thousand dollars ($60,000) per annum, or six per cent. .(6%) upon 
the par value of the total capital stock of this company; said payments 
to begin on the First day of March, 1896. It being acknowledged by 
both parties, that all payments of rental under this lease have been made 



276 Exhibit A—Lease No. 19, Twenty-second 

St. and Allegheny Ave. Pass. Ry. Co. 

levied upon the said demised property, and to keep the 
demised property in good condition and repair. 

And it is further stipulated and covenanted by the 
parties hereto:— 

Fourth .—That in the event of a default on the 
part of the party of the second part, for a period of 
six months to pay the six per cent, on the par value of 
the amount of stock actually issued and the interest on 
said bonds, as it becomes due, then this demise, at the 
option of the party of the first part, its successors or 
assigns, to be signified by a resolution of its Board of 
Directors, shall at once cease and determine and the 
said party of the first part, its successors and assigns, 
shall be entitled to re-enter and take possession of the 
said railroad and demised premises, with the appur¬ 
tenances corporate rights and franchises, and all addi¬ 
tions and improvements thereon, and shall and ipay 
demand all moneys then in arrear and unpaid. 


and received up to and including the payment due September ist, 

1895-” 

In Witness Whereof the parties have hereunto set their hands and 
seals at Philadelphia, the day and year first above written. 

Twenty-Second Street and Allegheny Avenue 
Passenger Railway Company, 

By 

THOMAS DOLAN, 

President. 

Attest: 

D. W. Dickson, 

[seal] Secretary. 

Philadelphia Traction Company, 

By 

P. A. B. WIDENER, 

President. 

Attest: 

D. W. Dickson, 

[seal] Secretary. 

Sealed and delivered in the 
presence of us: 

Milton C. Work, 

Ellis Ames Ballard. 



Exhibit A—Lease No. 19 , Twenty-second 277 

St. and Allegheny Ave. Pass. Ry. Co. 

Fifth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any cove¬ 
nant, the said parties shall each select a person of skill 
and experience in railway management, and these two 
shall select a third, and the three so chosen shall hear 
and decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request to do so, in writ¬ 
ing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a person 
for the defaulting party, and these two shall proceed 
as herein provided, in case of no default. 

In Witness Whereof, the parties hereto have 
caused their corporate seals to be hereto affixed, and 
the same to be attested by the signatures of their re¬ 
spective Presidents and Secretaries, this fifth day of 
December, A. D. 1894 . 

THOMAS DOLAN, 

President 22 d St. and Allegheny Ave. P. R. W. Co. 

Attest: 

D. W. Dickson, 

[seal] Secretary 22 d St. and Allegheny 

Ave. P. R. W. Co. 

PETER A. B. WIDENED, 
President Philadelphia Traction Co. 
Signed, Sealed and Delivered in 

the presence of us, 

Alex. Rennick 
R. F. Bower. 

Attest: 

D. W. Dickson, 

[seal] Secretary Philadelphia Traction Co. 

Alex. Rennick 
R. F. Bower. 


278 Exh. A — Lease No. 20, Huntingdon St. P. Ry. Co. 
LEASE NO.' 20 . 


Lease, 
of THE 

Huntingdon Street Connecting Passenger Railway 
Company to the Philadelphia Traction Company. 

This Indenture made to take effect as of the first 
day of October, Anno Domini, One thousand eight hun¬ 
dred and ninety-five ( 1895 ) between the Huntingdon 
Street Connecting Passenger Railway Company, of the 
first part (hereinafter called Railway),and Philadelphia 
Traction Company, of the second part, (hereinafter 
called Traction), Witnesseth :— 

Whereas, Railway is a corporation duly organized 
and incorporated under the Act of the General Assem¬ 
bly of the Commonwealth of Pennsylvania, entitled 
“An Act to provide for the incorporation and govern¬ 
ment of street railways in this Commonwealth, ” ap¬ 
proved May 14 th, 1889 , with all the powers, rights, 
privileges and franchises in said act set forth, with 
authority in law to lay down, construct, maintain and 
operate upon certain streets in the City of Philadel¬ 
phia, a street passenger railway to be operated by any 
power other than locomotive; the said streets being ex¬ 
pressly enumerated in the charter of said Railway. 

And Whereas, Traction is a corporation duly in¬ 
corporated in the first instance, under the sixth sec¬ 
tion of a Supplement to the General Corporation Act 
of the Commonwealth of Pennsylvania, approved June 
13 th, 1883 , and subsequently re-chartered, and now 
existing under and by virtue of an act of the said 
General Assembly, entitled “An Act to provide for the 
incorporation and regulation of Motor power compa¬ 
nies, for operating passenger railways by cables, elec- 


Exh. A—Lease No. 20, Huntingdon St. P. Ry. Co. 279 

trical or other means,” approved March 22 nd, 1887 , 
having and possessing all the powers, rights, privi¬ 
leges and franchises granted in and by said Act of 
Assembly. 

And Whereas, Traction, by virtue of the powers 
vested in it, has constructed the public works of Rail¬ 
way, and has invested in certain shares of the capital 
stock thereof, and is desirous of entering into a con¬ 
tract and lease with Railway to operate said Railway. 

And Whereas, this Lease has been duly approved 
by the stockholders of Railway duly convened, and the 
same has been duly accepted by Traction. 

Noiv therefore this Indenture Witnesseth, That 
Railway, for and in consideration of the covenants on 
the part of Traction to be kept and performed, has 
granted, demised, and by these presents does grant and 
demise unto Traction, its successors and assigns, all 
and singular the Railway now owned and heretofore 
operated by said Railway, or as the same may at any 
time hereafter be located constructed or extended, to¬ 
gether with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops and other structures of every 
kind and description, and all horses, mules and live 
stock, harness and equipment, and stable furniture, 
cars, sleighs, wagons and other vehicles, and generally 
all the personal property belonging to Railway, and 
all rights, privileges and franchises connected with or 
relating to the said demised railway, or any part 
thereof, or to the construction, maintenance, use, re¬ 
location, or operation of the same as fully and as en¬ 
tirely as the same are now or may hereafter be vested 
in Railway, saving and reserving, however, the fran¬ 
chise to be a corporation, or any other right or privi¬ 
lege which is or may be necessary to preserve the cor¬ 
porate existence or organization of Railway. 


280 Exh. A—Lease No. 20, Huntingdon St. P. By. Co 

To Have and to Hold the said railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, nnto Traction, its suc¬ 
cessors and assigns, from the First day of October, 
A. D., One thousand eight hundred and ninety-five 
( 1895 ) for and during the full term of nine hundred 
and ninety-nine ( 999 ) years, thence next ensuing to 
be fully completed and ended, subject as to said term 
to the stipulation relative to a forfeiture hereinafter 
contained. 

In Consideration Whereof, Traction, for itself, its 
successors and assigns, covenants to and with Rail¬ 
way, its successors and assigns, as follows: 

First .—To pay to the Treasurer of Railway, on 
the first days of April and October in each year during 
the continuance of 'said demise, beginning April 1 st, 
1896 , three per cent, on the par value of the amount of 
stock actually issued (being six per cent, per annum), 
together with the further sum of Two hundred and 
fifty dollars ($ 250 ) on the first day of each January 
to defray the expense of Railway’s maintaining an 
office and corporate organization. 

Second .—To pay all taxes and license fees now 
or hereafter imposed by law or ordinance upon the 
property, capital stock, earnings or business of the 
said Railway, and to keep the demised property in 
good order and repair. 

Third .—To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or re-paving of 
any streets or highways along which the track of 
Railway is now or may be hereafter laid. 

Fourth .—To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 


Exh. A—Lease No. 20, Huntingdon St. P. Ry. Co. 281 

from the operation of Railway or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance or operation thereof by 
Traction. 

And it is further stipulated and covenanted by 
the parties hereto: 

Fifth .—That in the event of a default on the part 
of Traction for a period of six months in making any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified 
by Resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its successors 
and assigns shall be entitled to re-enter and take pos¬ 
session of said demised premises with the appurte¬ 
nances, corporate rights and franchises, together with 
any additions or improvements thereon made by said 
Traction, or its assigns (without any rent or charge 
for said additions or improvements on the part of 
Traction, its successors or assigns), which re-entry 
and termination of the lease shall not relieve Traction 
from any payments accrued or accruing up to the 
termination hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this Indenture or the due performance of any cove¬ 
nant, the said parties shall each select a person of 
skill and experience in railway management, and these 
two shall select a third, and the three so chosen shall 
hear and decide such difference, and the award of a 
majority shall be final and conclusive upon both par¬ 
ties. In case either party shall fail to select a person 
for a period of fifteen days after a request to do so, 
in writing, delivered to its President, then the person 
appointed by the party not in default shall select a 


282 Exh. A—Lease No. 20, Huntingdon St. P. Ry. Co. 

person for the defaulting party, and these two shall 
proceed as herein provided, in case of no default. 

In Witness Whereof, the parties have caused their 
corporate seals to he hereto affixed, and the same to 
he attested by the signatures of their respective Presi¬ 
dents and Secretaries this Seventh day of August 1895 . 


Huntingdon Street Connecting 
Passenger Railway Co., 


GEO. D. AYIDENER, 

Presdt. 


Attest: 


[seal] 


H. AY. Dickson, 

Secretary. 


Philada. Traction Co. 


PETER A. B. AAHDENER, 


President. 


Attest: 


D. AA 7 . Dickson, 


[seal] 


Secretary. 


Signed, sealed and delivered 


In the presence of us: 
Fred. G. Becker, 

C. P. AYeaver. 


Exh. A—Lease No. 21, Walnut St. Con- 283 
necting Passenger Railway Company 

LEASE NO. 21. 


Lease 

of 

The Walnut Street Connecting Passenger Railway 
Company of the City of Philadelphia to the Phila¬ 
delphia Traction Company. 

This Indenture made to take effect as of the tirst 
day of October, Anno Domini, one thousand eight hun¬ 
dred and ninety-five (1895) between The Walnut Street 
Connecting Passenger Railway Company of the City 
of Philadelphia, of the first part (hereinafter called 
Railway) and Philadelphia Traction Company, of the 
second part, (hereinafter called Traction), Witnes¬ 
sed :— 


Whereas, Railway is a corporation duly organized 
and incorporated under the Act of the General As¬ 
sembly of the Commonwealth of Pennsylvania, entitled 
“An Act to provide for the incorporation and govern¬ 
ment of street railways in this Commonwealth,” ap¬ 
proved May 14th, 1889, with all the powers, rights, 
privileges and franchises in said Act set forth, with 
authority in law to lay down, construct, maintain and 
operate upon certain streets in the city of Philadelphia 
a street passenger railway to be operated by any power 
other than locomotive; the said streets being expressly 
enumerated in the charter of said Railway. 

And Whereas, Traction is a corporation duly in¬ 
corporated in the first instance, under the sixth sec¬ 
tion of a Supplement to the General Corporation Act 
of the Commonwealth of Pennsylvania, approved June 
13, 1883, and subsequently re-chartered, and now ex¬ 
isting under and by virtue of an act of the said Gen- 


284 Exit. A — Lease No , 21, Walnut St. Con¬ 
necting Passenger Railway Company 

eral Assembly, entitled, “An Act to provide for the 
incorporation and regulation of Motor power com¬ 
panies, for operating passenger railways by cables, 
electrical or other means/’ approved March 22nd, 
1887, having and possessing all the powers, rights, 
privileges and franchises granted in and by said Act of 
Assembly. 

And Whereas, Traction, by virtue of the powers 
vested in it, has constructed the public works of Rail¬ 
way, and has invested in certain shares of the capital 
stock thereof, and is desirous of entering into a con¬ 
tract and lease with Railway to operate said Railway. 

And Whereas, this Lease has been duly approved 
by the stockholders of Railway duly convened, and the 
same has been duly accepted by Traction. 

Now Therefore this Indenture Witnesseth f That 
Railway, for and in consideration of the covenants on 
the part of Traction to be kept and performed, lias 
granted, demised and by these presents does grant and 
demise unto Traction, its successors and assigns, all 
and singular the railway now owned and heretofore 
operated by said Railway, or as the same may at any 
time hereafter be located, constructed or extended, to¬ 
gether with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands, tene¬ 
ments, stables, shops and other structures of every kind 
and description, and all horses, mules, and live stock, 
harness and equipment and stable furniture, cars, 
sleighs, wagons and other vehicles and generally all 
the personal property belonging to Railway, and all 
rights, privileges and franchises connected with or re¬ 
lating to the said demised railway, or any part thereof, 
or to the construction, maintenance, use, re-location, 
or operation of the same as fully and as entirely as 


285 


Exh. A—Lease No. 21, Walnut St. Con¬ 
necting Passenger Railway Company 

the same are now or may hereafter be vested in Rail¬ 
way, saving and reserving, however, the franchise to 
be a corporation, or any other right or privilege which 
is or may be necessary to preserve the corporate ex¬ 
istence or organization of Railway. 

To Have and to Hold the said railway with the 
appurtenances, property, real, and personal, and cor¬ 
porate rights and franchises unto Traction, its suc¬ 
cessors and assigns, from the First day of October, 
A. D., one thousand eight hundred and ninety-five 
(1895), for and during the full term of nine hundred 
and ninety-nine (999) years, thence next ensuing, to 
be fully completed and ended, subject as to said term 
to the stipulation relative to a forfeiture hereinafter 
contained. 

In Consideration Whereof, Traction, for itself, its 
successors and assigns, covenants to and with Rail¬ 
way, its successors and assigns, as follows: 

First. —To pay to the Treasurer of Railway, on 
the first days of April and October in each year during 
the continuance of said demise, beginning April 1st, 
1896, three per cent, on the par value of the amount 
of stock actually issued, (being six per cent, per an¬ 
num), together with the further sum of Two hundred 
and fifty dollars ($250) on the first day of each January 
to defray the expense of Railway’s maintaining an 
office and corporate organization. 

Second. —To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon fhe prop¬ 
erty, capital stock, earnings or business of the said 
Railway, and to keep the demised property in good 
order and repair. 


286 Exk. A—Lease No. 21, Walnut St. Con¬ 
necting Passenger Railway Company 

Third .—To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway, as to the repairing or re-paving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth .—To indemnify and save harmless Rail¬ 
way against and from all action and damages arising 
from the operation of Railway or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance or operation thereof by 
Traction. 

And it is further stipulated and covenanted by the 
parties hereto: 

Fifth .—That in the event of a default on the part 
of Traction for a period of six months in making any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified 
by Resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its successors 
and assigns shall be entitled to re-enter and take pos¬ 
session of said demised premises with the appurte¬ 
nances, corporate rights and franchises, together with 
any additions or improvements thereon made by said 
Traction, or its assigns (without any rent or charge 
for said additions and improvements on the part of 
Traction, its successors and assigns), which re-entry 
and termination of the lease shall not relieve Traction 
from any payments accrued or accruing up to the ter¬ 
mination hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this Indenture or the due performance of any cove¬ 
nant, the said parties shall each select a person of 


Exh. A—Lease No. 21, Walnut St, Con- 287 
necting Passenger Railway Company 

skill and experience in railway management, and these 
two shall select a third, and the three so chosen shall 
hear and decide snch difference, and the award of a 
majority shall be final and conclusive upon both par¬ 
ties. In case either party shall fail to select a person 
for a period of fifteen days after a request to do so, in 
writing, delivered to its President, then the person 
appointed by the party not in default shall select a 
person for the defaulting party, and these two shall 
proceed as herein provided, in case of no default. 

In Witness Whereof, the parties have caused their 
corporate seals to be hereto affixed, and the same to be 
attested by the signatures of their respective Presi¬ 
dents and Secretaries this Seventh day of August 1895. 


Walnut St. Connecting Pas¬ 
senger Railway Co., 


IIAILWAI WU., 

W. L. ELKINS, 

Presdt. 


Attest: 


D. W. Dickson, 


[seal] 


Secretary. 


PETER A. B. WIDENER, 


Philada. Traction Co., 


President. 


Attest: 


[seal] 


D. W. Dickson, . 

Secretary. 


Signed, sealed and delivered 


in the presence of us: 
Fred. G. Becker, 

C. P. Weaver. 


288 Exh. A—Lease No. 22, Marshall St. By. Co. 


LEASE NO. 22. 

Lease 

or 

The Marshall Street Railway Company of the City of 
Philadelphia to the Philadelphia Traction Com¬ 
pany. 

This Indenture made to take effect as of the first 
day of October, Anno Domini, one thousand eight hun¬ 
dred and ninety-five (1895) between The Marshall 
Street Railway Company of the City of Philadelphia, 
of the first part (hereinafter called Railway), and 
Philadelphia Traction Company, of the second part, 
(hereinafter called Traction), Witnesseth :— 

Whereas, Railway is a corporation duly organized 
and incorporated under the Act of the General As¬ 
sembly of the Commonwealth of Pennsylvania, entitled 
“An Act to provide for the incorporation and govern¬ 
ment of street railways in this Commonwealth,” ap¬ 
proved May 14th, 1889, with all the powers, rights, 
privileges and franchises in said Act set forth, with 
authority in law to lay down, construct, maintain and 
operate upon certain streets in the city of Philadelphia 
a street passenger railway to be operated by any power 
other than locomotive; the said streets being expressly 
enumerated in the charter of said Railway. 

And Whereas, Traction is a corporation duly in¬ 
corporated in the first instance, under the sixth sec¬ 
tion of a Supplement to the General Corporation Act 
of the Commonwealth of Pennsylvania, approved June 
13th, 1883, and subsequently re-chartered, and now ex¬ 
isting under and by virtue of an act of the said Gen¬ 
eral Assembly, entitled, “An Act to provide for the 
incorporation and regulation of Motor power com¬ 
panies, for operating passenger railways by cables, 
electrical or other means,” approved March 22nd, 
1887, having and possessing all the powers, rights, 


Exit. A—Lease No. 22 9 Marshall St. Ry. Co. 289 

privileges and franchises granted in and by said Act 
of Assembly. 

And Whereas, Traction, by virtue of the powers 
vested in it, has constructed the public works of Rail¬ 
way, and has invested in certain shares of the capital 
stock thereof, and is desirous of entering into a con¬ 
tract and lease with Railway to operate said Railway. 

And Whereas, this Lease has been duly approved 
by the stockholders of Railway duly convened, and the 
same has been duly accepted by Traction. 

Now Therefore this Indenture Witnesseth, That 
Railway, for and in consideration of the covenants on 
the part of Traction to be kept and performed, has 
granted, demised and by these presents does grant and 
demise unto Traction, its successors and assigns, all 
and singular the railway now owned and heretofore 
operated by said Railway, or as the same may at any 
time hereafter be located, constructed or extended, to¬ 
gether with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops and other structures of every 
kind and description, and all horses, mules and live 
stock, harness and equipment and stable furniture, 
cars, sleighs, wagons and other vehicles, and generally 
all the personal property belonging to Railway, and 
all rights, privileges and franchises connected with or 
relating to the said demised railway, or any part 
thereof, or to the construction, maintenance, use, re¬ 
location, or operation of the same as fully and as 
entirely as the same are now or may hereafter be 
vested in Railway, saving and reserving, however, the 
franchise to be a corporation, or any other right or 
privilege which is or may be necessary to preserve the 
corporate existence or organization of Railway. 

To Have and to Hold the said railway with the 
appurtenances, property, real and personal, and cor- 


290 Exh. A—Lease No. 22, Marshall St. By. Co. 

porate rights and franchises, unto Traction, its suc¬ 
cessors and assigns, from the First day of October, 
A. I)., one thousand eight hundred and ninety-five 
(1895), for and during the full term of nine hundred 
and ninety-nine (999) years, thence next ensuing, to 
be fully completed and ended, subject as to said term 
to the stipulation relative to a forfeiture hereinafter 
contained. 

In Consideration Whereof, Traction, for itself, its 
successors and assigns, covenants to and with Railway, 
its successors and assigns, as follows: 

First. —To pay to the Treasurer of Railway, on 
the first days of April and October in each year during 
the continuance of said demise, beginning April 1st, 
1896, three per cent, on the par value of the amount 
of stock actually issued, (being six per cent, per an¬ 
num), together with the further sum of Two hundred 
and fifty dollars ($250) on the first day of each Janu¬ 
ary to defray the expense of Railway’s maintaining 
an office and corporate organization. 

Second .—To pay all taxes and license fees now 
or hereafter imposed by law or ordinance upon the 
property, capital stock, earnings or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third .—To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway, as to the repairing or re-paving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth .—To indemnify and save harmless Railway 
against and from all action and damages arising from 
the operation of Railway or from the performance or 
non-performance of any act in connection with the con¬ 
struction, maintenance or operation thereof by Trac¬ 
tion. 


Exh. A—Lease No. 22, Marshall St. Ry. Co. 291 

And it is further stipulated and covenanted by the 
parties hereto: 

Fifth .—That in the event of a default on the part 
of Traction for a period of six months in making any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified 
by Resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its successors 
and assigns shall be entitled to re-enter and take pos¬ 
session of said demised premises with the appurte¬ 
nances, corporate rights and franchises, together with 
any additions or improvements thereon made by said 
Traction, or its assigns (without any rent or charge 
for said additions or improvements on the part of 
Traction, its successors or assigns), which re-entry and 
termination of the lease shall not relieve Traction from 
any payments accrued or accruing up to the termina¬ 
tion hereof. 

Sixth .—That if any differences shall arise between 
the parties hereto in relation to the construction of this 
Indenture or the due performance of any covenant, the 
said parties shall each select a person of skill and ex¬ 
perience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request to do so, in 
writing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a person 
for the defaulting party, and these two shall proceed 
as herein provided, in case of no default. 

In Witness Whereof, the parties have caused their 
corporate seals to be hereto affixed, and the same to 


292 Exit, A—Lease No. 22, Marshall St. By. Co. 

be attested by the signatures of their respective Presi¬ 
dents and Secretaries this Seventh day of August 1895. 

Marshall St. Railway Co. of 
Philadelphia, 

CEO. D. WIDENER, 

Attest: President. 

D. W. Dickson, 

[seal] Secretary. 

Philada. Traction Co., 

PETER A. B. WIDENER, 

Attest: Presdt. 

D. W. Dickson, 

[seal] Secretary. 

Signed, sealed and delivered 
in the presence of us: 

Fred. G. Becker, 

C. P. Weaver. 


Ex. A—Lease 23, Ridge Ave. Connecting Ry. Co. 293 
LEASE NO. 23. 


Lease 

of THE 

Ridge Avenue Connecting Railway Company to the 
Philadelphia Traction Company. 

This Indenture made to take effect as of the first 
day of October, Anno Domini, One thousand eight hun¬ 
dred and ninety-five (1895) between the Ridge Avenue 
Connecting Railway Company, of the first part (here¬ 
inafter called Railway), and Philadelphia Traction 
Company, of the second part (hereinafter called Trac¬ 
tion), Witnesseth :— 

Whereas, Railway is a corporation duly organized 
and incorporated under the Act of the General As¬ 
sembly of the Commonwealth of Pennsylvania, entitled 
“An Act to provide for the incorporation and govern¬ 
ment of street railways in this Commonwealth/ ’ ap¬ 
proved May 14th, 1889, with all the powers, rights, 
privileges and franchises in said act set forth, with 
authority in law to lay down, construct, maintain and 
operate upon certain streets in the City of Philadel¬ 
phia, a street passenger railway to be operated by any 
power other than locomotive; the said streets being 
expressly enumerated in the charter of said Railway. 

And Whereas, Traction is a corporation duly in¬ 
corporated, in the first instance, under the sixth sec¬ 
tion of a Supplement to the General Corporation Act 
of the Commonwealth of Pennsylvania, approved June 
13th, 1883, and subsequently re-chartered, and now ex¬ 
isting under and by virtue of an act of the said General 
Assembly, entitled “An Act to provide for the incor¬ 
poration and regulation of Motor power companies, 
for operating passenger railways by cables, electrical 


294 Ex. A — Lease 23, Ridge Ave. Connecting Ry. Co. 

or other means/’ approved March 22nd, 1887, having 
and possessing all the powers, rights, privileges and 
franchises granted in and by said Act of Assembly. 

And Whereas, Traction, by virtue of the powers 
vested in it, has constructed the public works of Rail¬ 
way, and has invested in certain shares of the capital 
stock thereof, and is desirous of entering into a con¬ 
tract and lease with Railway to operate said Railway. 

And Whereas, this Lease has been duly approved 
by the stockholders of Railway, duly convened, and the 
same has been duly accepted by Traction. 

Now Therefore this Indenture Witnesseth, That 
Railway for and in consideration of the covenants on 
the part of Traction to be kept and performed, has 
granted and demised, and by these presents does grant 
and demise unto Traction, its successors and assigns, 
all and singular the railway now owned and heretofore 
operated by said Railway, or as the same may at any 
time hereafter be located, constructed or extended, to¬ 
gether with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands, tene¬ 
ments, stables, shops and other structures of every 
kind and description, and all horses, mules and live 
stock, harness and equipment and stable furniture, 
cars, sleighs, wagons and other vehicles and generally 
all the personal property belonging to Railway, and 
all rights, privileges and franchises connected with or 
relating to the said demised Railway, or any part 
thereof, or to the construction, maintenance, use, re¬ 
location, or operation of the same as fully and as 
entirely as the same are now or may hereafter be 
vested in Railway, saving and reserving, however, the 
franchise to be a corporation, or any other right or 
privilege which is or may be necessary to preserve the 
corporate existence or organization of Railway. 


Ex. A—Lease 23, Riclge Ave. Connecting Ry. Co. 295 

To Have and to Hold the said railway with the 
appurtenances, property, real and personal and cor¬ 
porate rights and franchises, unto Traction, its suc¬ 
cessors and assigns, from the First day of October, A. 
D., one thousand eight hundred and ninety-five (1895), 
for and during the full term of nine hundred and 
ninety-nine (999) years thence next ensuing, to be fully 
completed and ended, subject as to said term to the 
stipulation relative to a forfeiture hereinafter con¬ 
tained. 

In Consideration Whereof, Traction, for itself, its 
successors and assigns, covenants to and with Railway, 
its successors and assigns, as follows: 

First .—To pay to the Treasurer of Railway, on 
the first days of April and October in each year dur¬ 
ing the continuance of said demise, beginning April 
1st, 1896, three per cent, on the par value of the amount 
of stock actually issued, (being 6% per annum) to¬ 
gether with the further sum of Two hundred and fifty 
dollars ($250) on the first day of each January to de¬ 
fray the expense of Railway’s maintaining an office 
and corporate organization. 

Second .—To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock earnings or business of the said rail¬ 
way, and to keep the demised property in good order 
and repair. 

Third .—To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway, as to the repairing or re-paving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth .—To indemnify and save harmless Rail¬ 
way against and from all action and damages arising 


296 Ex. A—Lease 23, Riclge Ave. Connecting Ry. Co. 

from the operation of Railway or from the performance 
or non-performance of any act in connection with the 
construction, maintenance or operation thereof by 
Traction. 

And it is further stipulated and covenanted by the 
parties hereto: 

Fifth .—That in the event of a default on the parr 
of Traction for a period of six months in making any 
of the payments above stipulated, after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns to be signified by 
Resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its successors 
and assigns, shall be entitled to re-enter and take pos¬ 
session of said demised premises with the appurte¬ 
nances, corporate rights and franchises, together with 
any additions or improvements thereon made by said 
Traction or its assigns (without any rent or charge for 
said additions or improvements on the part of Trac¬ 
tion, its successors or assigns), which re-entry and 
termination of the lease shall not relieve Traction from 
any payments accrued or accruing up to the termina¬ 
tion hereof. 

Sixth .-—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this Indenture or the due performance of any cove¬ 
nant, the said parties shall each select a person of 
skill and experience in railway management, and these 
two shall select a third, and the three so chosen shall 
hear and decide such difference, and the award of a 
majority shall be final and conclusive upon both par¬ 
ties. In case either party shall fail to select a person 
for a period of fifteen days after a request to do so, 
in writing, delivered to its President, then the person 
appointed by the party not in default shall select a 


Ex. A—Lease 23, Ridge Ave. Connecting Ry. Co. -97 

person for the defaulting party, and these two shall 
proceed as herein provided, in case of no default. 

In Witness Whereof, the parties have caused their 
corporate seals to be hereto affixed, and the same to be 
attested by the signatures • of their respective Presi¬ 
dents and Secretaries this Seventh day of August 1895. 


Ridge Ave. Connecting Railway 
Company, 

GEO. D. WIDENER, 

Presdt. 


Attest: 


D. W. Dickson, 


[seal] 


Secretary. 


X HILAUA. X niiX X V u., 

PETER A. B. WIDENER, 


Philada. Traction Co., 


President. 


Attest: 


D. W. Dickson. 


[seal] 


Secretary. 


Signed, sealed and delivered 


In the presence of us: 
Feed. G. Becker, 

C. P. Weaver. 


298 Exh. A — Lease No. 24, Southern Pass. Ry. Co. 
LEASE NO. 24. 


Lease of the Southern Passenger Railway Company to 
the Philadelphia Traction Company. 

This Indenture entered into this seventh day of 
August, A. D., one thousand eight hundred and ninety- 
five, between the Southern Passenger Railway Com¬ 
pany (hereinafter called Railway) of the first part, 
and Philadelphia Traction Company (hereinafter 
called Traction), of the second part, Witnessetli :— 

Whereas, Railway is a corporation duly organ¬ 
ized and incorporated under the Act of the General 
Assembly of the Commonwealth of Pennsylvania, en¬ 
titled “An Act to provide for the incorporation and 
government of street railways in this Commonwealth, ’ ’ 
approved May 14th, 1889, with all the powers, rights, 
privileges and franchises in said act set forth, with 
authority in law to lay down, construct, maintain and 
operate upon certain streets in the City of Philadel¬ 
phia, a street passenger railway to be operated by any 
power other than locomotive; the said streets being 
expressly enumerated in the charter of said Railway. 

And Whereas, Railway has this day entered into 
a contract with David H. Lane to construct its railway 
and erect the necessary poles and wires to operate the 
same by the overhead trolley system. 

And Whereas, Traction is a corporation duly in¬ 
corporated, in the first instance, under the sixth sec¬ 
tion of a Supplement to the General Corporation Act 
of the Commonwealth of Pennsylvania, approved 
June 13th, 1883, and subsequently re-chartered, and 
now existing under and by virtue of an act of the said 


Exh. A — Lease No. 24, Southern Pass. Ry. Co. 299 

General Assembly, entitled “An Act to provide for 
the incorporation and regulation of Motor power com¬ 
panies, for operating passenger railways by cables, 
electrical or other means, ” approved March 22nd, 
1887, having and possessing all the powers, rights, 
privileges and franchises granted in and by said Act 
of Assembly. 

And Whereas, this Lease has been duly approved 
by the stockholders of Railway, duly convened, and 
the same has been duly accepted by Traction. 

Now Therefore this Indenture Witnesseth, That 
Railway for and in consideration of the covenants on 
the part of Traction to be kept and performed, has 
granted and demised, and by these presents does grant 
and demise unto Traction, its successors and assigns, 
all and singular its franchises and property of every 
description including its railway as the same is now 
laid or may be hereafter constructed under the con¬ 
tract with said David H. Lane or otherwise and includ¬ 
ing all the rights and equities of said Railway in and 
under said contract with the said David H. Lane and 
including all extensions or additions to the said rail¬ 
way which may be hereafter located or constructed, 
and all rights, privileges and franchises connected with 
or relating to the demised Railway or any part thereof 
or to the construction, maintenance, use, re-organiza¬ 
tion or operation of the same as fully and as entirely 
as the same are now or may hereafter be vested in 
Railway, saving and reserving the franchise to be a 
corporation or any other right or privilege which is 
or may be necessary to preserve the corporate exist¬ 
ence or organization of Railway. 

To have and to hold the said railway with the 
appurtenances, property, real and personal, and cor- 


300 Exh. A—Lease No. 24, Southern Pass. Ry. Co. 

porate rights and franchises unto Traction, its suc¬ 
cessors and assigns for the full term of nine hundred 
and ninety years (990) next ensuing, to be fully com¬ 
pleted and ended, subject as to said term to the stipu¬ 
lation relative to a forfeiture hereinafter contained. 

In Consideration Whereof, Traction, for itself, its 
successors and assigns, covenants to and with Rail¬ 
way, its successors and assigns, as follows: 

1. To pay dividends at the rate of one dollar and 
twenty-five cents per share upon the said Twelve thou¬ 
sand shares of the capital stock to Railway in equal 
semi-annual payments of sixty-two and one-half cents 
per share beginning April 1st, 1896, and continuing 
thereafter on the first day of October and April of 
each year during the continuance of this demise, to¬ 
gether with the further sum of Two hundred and fifty 
dollars ($250) on the first day of each January begin¬ 
ning January 1st, 1897, to defray the expense of Rail¬ 
way’s maintaining an office and corporate organiza¬ 
tion. 


2. To pay the interest as the same conies due upon 
Three Hundred Thousand Dollars ($300,000.00) of 
bonds issued by the party of the first part for con¬ 
struction and equipment, or upon so many of the same 
as are actually issued and outstanding. 

3. To pay all taxes and license fees now or here¬ 
after imposed by law or ordinance upon the capital 
stock, property, earnings or business of the said Rail¬ 
way, excepting only any income tax which may at any 
time hereafter be imposed thereon, so that the said 
rental of fifteen thousand dollars per annum shall be 
paid to Railway each year without any deduction for 
taxes except and unless only an income tax shall be 
imposed. 


Exh. A—Lease No. 24, Southern Pass. By. Co. 301 

4. To keep the demised property in good order 
and repair, and to assume and perform all obligations, 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

5. To indemnify and save harmless Railway 
against and from all action and damages arising from 
the operation of Railway or from the performance or 
non-performance of any act in connection with the 
construction, maintenance or operation thereof by 
Traction. 

And it is further stipulated and covenanted by the 
parties hereto: 

6. That if any difference shall arise between the 
parties hereto in relation to the construction of this 
Indenture or the due performance of any covenant, the 
said parties shall each select a person of skill and ex¬ 
perience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In case 
either party shall fail to select a person for a period 
of fifteen days after a request to do so, in writing, 
delivered to its President, then the person appointed 
by the party not in default shall select a person for 
the defaulting party, and these two shall proceed as 
herein provided, in case of no default. 

In Witness Whereof, the parties have caused their 
corporate seals to be hereto affixed, and the same to 
be attested by the signatures of their respective Presi- 


302 Exh. A—Lease No. 24, Southern Pass. Ry. Co. 


dents and Secretaries the day and year first above 
written. 

Southern Passenger Railway 
Company, 

By 

ELWOOD BECKER, 

President. 

Attest: 

John S. Pearson, 

[seal] Secretary. 

Philadelphia Traction Company, 

By 

P. A. B. WIDENER, 

President. 


Attest: 

D. W. Dickson, 
[seal] Secretary. 


Signed, sealed and delivered 
in the presence of us 
Franklin L. Lyle, 
Ellis Ames Ballard. 


Commonwealth of Pennsylvania, \ 

County of Philadelphia, j Sb * 

Be it Remembered, That on the seventh day of Oc¬ 
tober, Anno Domini one thousand eight hundred and 
ninety-five, before me, the subscriber, a notary public 
for the Commonwealth of Pennsylvania, commissioned 
to reside in the county of Philadelphia, and residing in 
said county, personally appeared D. W. Dickson, who, 
being duly sworn according to law, deposes and says 
that he is the secretary of the Philadelphia Traction 
Company ; that he was personally present at the execu¬ 
tion of the above-written indenture, and saw the com¬ 
mon seal of the said Philadelphia Traction Company 


Exh. A—Lease No. 24, Southern Pass. Ry. Co. 303 

duly affixed thereto; that the said seal so affixed thereto 
is the common and corporate seal of the said Philadel¬ 
phia Traction Company; that the above-written in¬ 
denture was duly signed, sealed, and delivered by P. A. 
B. Widener, president of the said company, as and for 
the act and deed of the said Philadelphia Traction 
Company, for the uses and purposes mentioned therein, 
and that the names of P. A. B. Widener as president 
and of this deponent as secretary subscribed to the said 
indenture in attestation of the due execution and deliv¬ 
ery thereof are of their and each of their proper and 
respective handwritings. 


D. W. DICKSON. 


Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and notarial seal. 

Milton C. Work, 


Notary Public. 


[notarial seal.] 


Commonwealth of Pennsylvania, 



County of Philadelphia, \ * 

Be it Remembered, That on the seventh day of Oc¬ 
tober, Anno Domini one thousand eight hundred and 
ninety-five, before me, the subscriber, a notary public 
for the Commonwealth of Pennsylvania, commissioned 
to reside in the county of Philadelphia, and residing in 
said county, personally appeared Charles 0. Kruger, 
who being duly sworn according to law, deposes and 
says that he is the secretary of the Union Traction 
Company of Philadelphia; that he was personally 
present at the execution of the above written indenture, 
and saw the common seal of the said Union Traction 
Company of Philadelphia duly affixed thereto; that 
the said seal so affixed thereto is the common and cor¬ 
porate seal of the said Union Traction Company of 



304 Exh. A—Lease No. 24, Southern Pass. Ry. Co. 

Philadelphia; that the above written indenture was 
duly signed, sealed, and delivered by John Lowber 
Welsh, president of the said company, as and for the 
act and deed of the said Union Traction Company of 
Philadelphia, for the uses and purposes mentioned 
therein, and that the names of John Lowber Welsh as 
president and of this deponent as secretary subscribed 
to the said indenture in attestation of the due execu¬ 
tion and delivery thereof are of their and each of their 
proper and respective handwritings. 

CHARLES 0. KRUGER. 

Sworn and subscribed before me the day and year 
aforesaid. Witness my hand and notarial seal. 

Milton C. Work, 

Notary Public. 


[notarial seal.] 


Exh. B—Lease of Elec. Trc. Co. to Union Trc. Co. 305 
AGREEMENT. 


Lease of the Electric Traction Company of Phila- 

delphia to Union Traction Company of Phila¬ 
delphia. 

This Agreement, Made in the city of Philadelphia, 
in the Commonwealth of Pennsylvania, as of the first 
day of July, A. D. one thousand eight hundred and 
ninety-six (1896), by and between the Electric Trac¬ 
tion Company of Philadelphia , a corporation duly in¬ 
corporated under the laws of said Commonwealth 
(hereinafter called Electric), as party of the first 
part, and the Union Traction Company of Philadel¬ 
phia, also a corporation duly incorporated under the 
laws of said Commonwealth (hereinafter called 
Union), as party of the second part, Witnesseth: 

Whereas, The Second and Third Streets Pas¬ 
senger Railway Company, a corporation duly incor¬ 
porated under the laws of said Commonwealth with 
certain rights, privileges, and franchises, including, 
inter alia, the right to lay down, construct, maintain, 
and operate a passenger railway on certain streets in 
the city of Philadelphia, did upon the twentieth day 
of March, A. D. 1893, duly lease upon certain terms 
and conditions its railway and all its property, rights, 
privileges, and franchises unto the Frankford) and 
Southwark Philadelphia City Passenger Railway Com¬ 
pany, a corporation duly incorporated under the laws 
of said Commonwealth, with which it connected by a 
certain indenture in writing, a copy of which is Jiereto 
attached, marked u Exhibit One,” and made a part of 
this agreement as if the same were set forth in full in 
this recital; 

And Whereas, The said lease (set out as Exhibit 
One), by indenture tripartite duly entered into on 


306 Exh . B—Lease of Elec. Trc. Co. to Union Trc. Co. 


August 17th, 1893, between the Second and Third 
Streets Passenger Railway Company, of the first part, 
Electric, of the second part, and the Frankford and 
Southwark Philadelphia City Passenger Railway Com¬ 
pany, of the third part, was duly assigned to Electric, 
its successors and assigns, a copy of which indenture 
tripartite is hereto attached, marked “Exhibit Two,” 
and made a part of this agreement as if the same were 
set forth in full in this recital; 

And Whereas, The Citizens’ Passenger Railway 
Company, a corporation duly incorporated under the 
laws of the said Commonwealth with certain rights, 
privileges, and franchises, including, inter alia, the 
right to lay down, construct, maintain, and operate a 
passenger railway on certain streets in the city of 
Philadelphia, did upon the twenty-third day of March, 
A. D. 1892’, duly lease upon certain terms and condi¬ 
tions its railway and all its property, rights, privi¬ 
leges, and franchises unto the Frankford and South¬ 
wark Philadelphia City Passenger Railway Company, 
a corporation duly incorporated under the laws of 
said Commonwealth, with which it connected, by a 
certain indenture in writing, a copy of which is hereto 
attached, marked “Exhibit Three,” and made a part 
of this agreement, as if the same were set forth in 
full in this recital; 

And Whereas, The said lease (set out as Exhibit 
Three), by indenture tripartite duly entered into on 
August 17, 1893, between the Citizens’ Passenger Rail¬ 
way Company of the first part, Electric of the second 
part, and the Frankford and Southwark Philadelphia 
City Passenger Railroad Company of the third part, 
was duly assigned to Electric, its successors and as¬ 
signs, a copy of which indenture tripartite is hereto 
attached, marked “Exhibit Four,” and made a part 


Exh. B—Lease of Elec. Trc. Co. to Union Trc. Co. 307 

of this agreement, as if the same were set forth in 
full in this recital; 

And Whereas, The Frankford and Southwark 
Philadelphia City Passenger Railroad Company, a 
corporation duly incorporated under the laws of said 
Commonwealth with certain rights, privileges, and 
franchises, including,, inter alia, the right to lay down, 
construct, maintain, and operate a passenger railway 
on certain streets in the city of Philadelphia (and 
having previously acquired by merger all the prop¬ 
erty, rights, privileges, and franchises of the Lombard 
and South Streets Passenger Railway Company, which 
had previously acquired by merger all the property, 
rights, privileges, and franchises of the West End Pas¬ 
senger Railway Company), did on the seventeenth 
day of August, A. D. 1893, duly lease upon certain 
terms and conditions its railway and all its property, 
rights, privileges, and franchises unto Electric, a cor¬ 
poration duly incorporated under the laws of said 
Commonwealth by a certain indenture in writing, a 
copy of which is hereto attached, marked “Exhibit 
Five,” and made a part of this agreement, as if the 
same were set forth in full in this recital; 

And Whereas, By virtue of the aforementioned 
leases, agreements, and indentures Electric controlled 
and had equipped with the trolley system and was 
operating a system of street passenger railways within 
the city of Philadelphia, embracing the lines of all the 
various street passenger railways hereinbefore men¬ 
tioned; 

And Whereas, In addition to the said various 
leasehold interests held used, and enjoyed by Elec¬ 
tric, it is also the owner of certain contracts apper¬ 
taining to the operation of the railways by it controlled 
and operated (particularly one with the Lehigh Ave- 


308 Exh. B—Lease of Elec. Trc. Co. to Union Trc. Co. 

nue Passenger Railway Company, a copy of which 
agreement is hereto attached, marked “Exhibit Six,” 
and made part of this agreement as if the same were 
set forth in full in this recital), and is also the owner 
of valuable real and personal property, including cer¬ 
tain bonds and shares of the capital stock of certain 
of the railways leased or operated by it, and certain 
accounts payable due by the said railways for and 
on account of construction or operation. 

And Whereas, Union is authorized to lease and 
operate as a general system or to control by means 
of stock ownership, street passenger railway companies 
and traction motor companies; 

And Whereas, Union, acting under and by virtue 
of said powers, did duly lease the Philadelphia Trac¬ 
tion Company for a period of nine hundred and ninety- 
nine years from October 1st, A. D. 1895, and at the 
same time did acquire a controlling interest in Elec¬ 
tric and in the People’s Traction Company (herein¬ 
after called Peoples), a corporation controlling and 
operating a system of street railways within the city 
of Philadelphia, which controlling interest was ac¬ 
quired by a purchase of a majority of the shares of 
the capital stock of each company, the shares so pur¬ 
chased being deposited with the Pennsylvania Com¬ 
pany for Insurances on Lives and Granting Annuities 
as security for an issue of collateral trust four per 
cent, bonds guaranteed by Union, and used by it in 
the purchase of the shares so deposited, all of which 
is more fully set forth in an agreement dated October 
1st, 1895, between Union and the said Pennsylvania 
Company for Insurances on Lives and Granting An¬ 
nuities, a copy of which is hereto attached, marked 
u Exhibit Seven,” and made a part of this agreement, 
as if the same were set forth in full in this recital; 


Exh. B—Lease of Elec. Trc. Co. to Union Trc. Co. 309 

And Whereas, The contracts between Union on 
its part, and Electric and Peoples on their part, re¬ 
spectively, referred to in said Exhibit Seven, were 
duly entered into and are hereto attached, marked 
respectively “Exhibits Eight and Nine”; 

And Whereas, Since the said first day of October, 
A. D. 18,95, all of the shareholders of Peoples and of 
Electric have duly sold their shares to Union, which 
has deposited them with the Pennsylvania Company 
as aforesaid; 

And Whereas, For the better management of the 
said various traction systems and railways Union has 
offered to lease for the full period of nine hundred 
and ninety-eight (998) years and three (3) months, 
from the first day of July, A. D. 1896, all of the prop¬ 
erty, rights, franchises, and leasehold interests of 
Electric, which offer has been duly accepted; 

And Whereas, The present form of lease has been 
submitted to and accepted by the boards of directors 
of the respective companies duly assembled, and their 
action has been duly ratified -by the stockholders of 
the respective companies duly assembled to act 
thereon; 

Now this Indenture Witnesseth, That for and in 
consideration of the covenants and agreements of 
Union hereinafter contained and of the sum of one 
dollar by it in hand paid to Electric, the receipt 
whereof is hereby acknowledged, Electric doth let and 
demise to Union, its successors and assigns, all its 
railways, property, and franchises, and all its right, 
title, and interest in and to the railways, property, 
and franchises of the various companies hereinbefore 
specified of which it is the lessee or operator, and 
all its rights, privileges, and franchises derived from 


310 Exh. B—Lease of Elec. Trc. Co. to Union Trc. Co. 

or under the above recited leases, contracts, agree¬ 
ments, and assignments.; saving and excepting out 
of this lease and contract all books and papers re¬ 
lating to the corporate existence and accounts of Elec¬ 
tric, and Provided, That nothing herein shall be 
deemed or taken in any manner to affect the right of 
corporate existence of Electric or its powers or fran¬ 
chises, the exercise or existence of which may from 
time to time be necessary to fully carry out the pro¬ 
visions and intent of this lease, and to protect the 
interests of its stockholders hereunder; 

To have and to hold the premises thus leased and 
demised unto Union, its successors and assigns, for 
the full term of nine hundred and ninety-eight (998) 
years and three (3) months, beginning on the first day 
of July, A. D. 1896, unless the said term be ended and 
determined sooner, as hereinafter provided. 

In Consideration of the premises Electric and 
Union do covenant and agree as follows, each binding 
itself, its successors and assigns, to the other, its suc¬ 
cessors and assigns: 

One .— Union shall and will make the following 
payments to or on behalf of Electric. 

(a.) Taxes, charges, licenses, and assessments of 
every kind and description now or hereafter lawfully 
imposed upon Electric, or for which Electric would 
otherwise in any way be liable or chargeable on ac¬ 
count of its corporate existence, franchises, property 
(real or personal), cars, business, earnings, bonds, 
capital stock, dividends, or profits, or which Electric 
shall be required to pay on behalf of or to retain from 
any stockholder by way of direct tax upon his shares 
or the income thereof. 

(b.) All necessary expenses for maintaining the 
corporate organization of Electric, including salary 


Exh. B—Lease of Elec. Trc. Co. to Union Trc. Co. 311 

of secretary and treasurer and necessary clerks, and 
the procuring of proper office accommodations. 

(c.) All payments of every kind and description 
which Electric has assumed and is liable for under 
each and every of the foregoing-recited leases, agree¬ 
ments, and indentures, including all taxes, interest, 
dividends and payments into sinking fund. 

(d.) As the rent of the premises hereby demised 
the yearly rent or sum of five hundred and eighty-one 
thousand four hundred and thirty-seven dollars and 
sixty cents ($581,437.60), payable in gold coin of the 
United States of America of the present standard of 
fineness and weight, a quarterly payment thereof to 
be made on or before the first day of October, A. D. 
1896, and thereafter equal semi-annual payments to 
be made on or before the first days of April and Oc¬ 
tober in each year, beginning April, 1897. It is under¬ 
stood that the rental so paid is to be applied in the 
first instance by Union for the purpose of meeting 
the interest on the collateral trust four per cent, bonds 
issued under the agreement entered into October 1st, 
1895, between Union and the Pennsylvania Company 
for Insurances on Lives and Granting Annuities, and 
hereinbefore referred to as Exhibit Seven, to the ex¬ 
tent that shares of Electric are on deposit under the 
terms thereof. And any failure of Union so to apply 
said rentals or otherwise provide for meeting the in¬ 
terest on said collateral trust bonds shall immediately, 
ipso facto, work a determination of this lease. 

Two .—In addition to the regularly recurring pay¬ 
ments hereinbefore referred to, Union shall, at its own 
cost and expense, at all times during the continuance 
of this lease, do all the paving, repairing, and re¬ 
paving of streets along which the tracks of any of 
the lines leased to or operated by Electric, are or 


312 Exh. B—Lease of Elec. Trc. Co. to Union Trc. Co. 

hereafter may be laid which Electric, by the terms of 
said leases and agreements, or by any law or ordi¬ 
nance or for any other reason, will be required to do. 

Three .—In certain of the leases, agreements, and 
indentures hereinbefore referred to, Electric has obli¬ 
gated itself to re-deliver to certain of said railway 
companies, upon the termination of their respective 
leases, certain personal property therein specified, or 
to pay to said railway companies the value thereof 
as determined in advance and named in said leases. 
Said property so delivered to Electric is still on hand 
or has been renewed, or the proceeds of any sale 
thereof, if such has been made, have been reinvested 
in other property intended to take the place of that 
sold, and in every case the property, or its equivalent, 
is delivered to Union by Electric under this lease, 
and is included in the inventory referred to in para¬ 
graph eight hereof. If Electric shall be required by 
any such lessor company to make such delivery of 
property, or to make such stipulated payment during 
the continuance of this present lease, it shall be the 
duty of Union to make said delivery, or to account for 
the same, or to make such payment, being entitled to 
charge therefor against Electric the amount so paid 
as an advance to Electric, as hereinafter provided in 
paragraph six, unless such termination shall have been 
occasioned prior to the expiration of the term by some 
default of Union, in which case there shall be no right 
of reimbursement. * 

Four. — Union shall and will at all times hereafter 
during the continuance of this lease faithfully keep 
and perform each and every covenant, agreement, and 
undertaking which Electric has agreed to keep and 
perform in each and every of said foregoing-recited 
leases, agreements, and indentures, hereby assuming 
and ratifying the same, so that no termination of any 


Exh. B—Lease of Elec. Trc. Co. to Union Trc. Co. 313 

of the said leases, agreements, or indentures at the 
option of any of said railway companies will be pos¬ 
sible by reason of a failure to do any act or thing which 
Electric may have therein covenanted to do. 

Five. —Union shall assume and perform all execu¬ 
tory contracts of Electric, whether the same refer to 
the completion and equipment of the various lines of 
railway leased, operated, or controlled by it or di¬ 
rectly to the operation of the same. Union further 
agrees to assume and finish the work of fully equip¬ 
ping the entire railway system now operated by Elec¬ 
tric with the trolley system as now contemplated by 
Electric, and to pay forthwith all the indebtedness 
of every description of Electric, whether the same is 
liquidated, accrued, accruing, or to accrue, admitted, 
disputed, in suit or otherwise, and including all suits 
or claims for penalties or for damages to business or 
property, or growing out of any cause of action what¬ 
soever arising or existing prior to the taking effect 
of this lease, and including all costs and expenses of 
any suit brought or to be brought thereon. In so far 
as any claims or suits for damages to persons or 
property are insured against, Union accepts any lia¬ 
bility which would otherwise fall upon Electric from 
the unwillingness, failure, neglect, or inability of the 
insurer to care for and discharge the same. Union, 
however, succeeds to all the rights of Electric and 
its leased lines under said contracts of insurance. 

Six .— In addition to the equipment and tangible 
personal property used in connection with the opera¬ 
tion of the road which is turned over to Union by 
Electric under the terms hereof as hereinafter pro¬ 
vided, Electric shall assign and deliver to Union all 
its cash, book-accounts, choses in action, and claims 
for money of every description, and all securities of 


314 Exh. B—Lease of Elec. Trc. Co. to Union Trc. Co. 

every kind in its treasury, and on account thereof shall 
be opened between Union and Electric. Union shall 
be charged with the amount of all said cash assets, 
and the value of all said securities; it shall be credited 
(1) with all payments made under paragraphs three 
and five hereof, and (2) with any expenditures here¬ 
after made for or on account of Electric, or of any 
of the lines leased to or operated by it which would 
be properly chargeable to capital account. The ac¬ 
count so stated shall not bear interest in favor of either 
party, and shall be due and payable only upon the 
termination of this lease. 

In stating the account between the parties hereto 
an apportionment shall be made as of the first day 
of July, 1896, of all accruing rentals, interests, divi¬ 
dends, taxes, license charges, and other yearly pay¬ 
ments payable by Electric. 

Seven. —Union shall indemnify and save harmless 
Electric from all loss, damage, claim, and liability of 
every description arising from or out of the manage¬ 
ment, use, or operation of the property herein demised, 
or from or by reason of anything that may be done 
by Union in the premises. Union shall defend all suits 
and actions which may be hereafter brought against 
Electric for any cause of action, or pretended cause 
of action, which may hereafter arise, and shall pay 
as well all costs and charges of said suits and the ex¬ 
penses thereof, as all verdicts, judgments, recoveries, 
and decrees therein, and no charge whatever shall be 
made against Electric for or on account of the same, 
or any part thereof. Union shall further, at its own 
cost and expense, bring such suits and actions as may 
be necessary to conserve and protect the rights of 
Electric in and under all of its aforesaid leases, agree¬ 
ments and indentures. 


Lxh. B Lease of Elec.Trc. Co. to Union Trc. Co. 315 

Eight. Union shall and will, from time to time, 
and at all times during the continuance of this lease, 
manage and operate the railways and other property 
hereby demised in such manner as in the judgment of 
Union will tend to best develop the business of the 
system. It is the true intent and meaning of this agree¬ 
ment that the railway system herein demised by Elec¬ 
tric shall be at all times kept in the same general good 
repair and condition in which the same now is, or will 
be upon the completion of the contemplated improve¬ 
ments hereinbefore referred to, and fully equipped with 
the best and most improved equipments for operating 
the same. Union shall, at the expiration or other 
termination of the term hereby created, surrender all 
the property and premises to Electric in the same 
good order and condition in which they now are, with 
the streets upon which the lines are laid paved in the 
same good condition as they now are. But Electric 
shall not be obliged to accept, by way of substitution, 
any property which shall not be deemed by it proper 
for its purposes and adaptable to the needs of the 
company. A full and correct description, inventory, 
and appraisement of the supplies, cars, and other 
rolling stock hereby demised, and of all the horses, 
tools, implements, machinery, harness, equipments, 
stable furniture, and such like property hereby de¬ 
mised, or intended so to be, shall be made by appraisers 
appointed in accordance with paragraph eleven 
hereof. A duplicate of the inventory and appraisement 
so made shall be delivered to each of the parties, after 
having been identified by the signatures of the presi¬ 
dents of the parties hereto. It shall be the duty of 
Union on the determination of this lease, either by 
expiration of the term hereby created or by any sooner 
ending under the provisions hereof, to deliver to Elec¬ 
tric like or similar personal property of value equal 
to the amount of said inventory and appraisement as 


316 Exit. B—Lease of Elec. Trc. Co. to Union Trc. Co. 

found by the appraisers as aforesaid, but the amount 
of said appraisement shall not in any manner enter 
into the account referred to in paragraph six hereof. 

Nine.- —Electric shall and will, during the term 
hereby demised, continue its corporate existence and 
organization. At all times, and from time to time 
during the said term, when requested by Uniox, Elec¬ 
tric shall and will put in force and exercise each and 
every lawful corporate power and do each and every 
lawful corporate act which it may at any time here¬ 
after lawfully put in force or exercise, to enable 
Union to enjoy, avail itself of, and exercise, every 
right, franchise, and privilege in respect to the use, 
management, maintenance, extension, or improvement 
of the premises hereby demised or intended so to be, 
Union hereby agreeing to indemnify and save harm¬ 
less Electric and its lessor companies against all ex¬ 
pense, loss, damage, or liability for such exercise of 
the corporate powers or performance of corporate acts 
when exercised or done at the request of Union. Elec¬ 
tric will do all that may be necessary to be done in 
the exercise of its franchises, by application to City 
Councils, and otherwise, to secure the proper advan¬ 
tage to Union of this contract. 

Ten. —Union, keeping and performing the cove¬ 
nants herein contained upon its part to be kept and 
performed, shall and may, at all times, and from time 
to time, peaceably and quietly have, hold, use, and 
enjoy the demised premises, and every part and parcel 
thereof, with the appurtenances, without any manner 
of let, suit, trouble, or hindrance from Electric, its 
successors or assigns. Electric shall and will, at any 
time hereafter, execute and deliver such further as¬ 
surances as may be reasonably required fully to ef¬ 
fectuate the objects and purposes of this indenture 


Eoch. B Lease of Elec. Trc. Co. to Union Trc. Co. 317 

and more fully to cause to accrue unto Union the 
rights and privileges herein mentioned, accorded, and 
granted, or intended so to be. 

Eleven .—If any dispute shall arise between the 
parties hereto, at any time, in fixing the value of the 
assets which enter into the account mentioned in para¬ 
graph six, or in making the inventory and appraise¬ 
ment referred to in paragraph eight, or in determining 
whether or not any breach has occurred of any of the 
conditions of this lease, the matter shall be referred 
to and definitely adjusted T>y arbitrators or appraisers, 
one to be appointed by each party hereto, and a third 
to be appointed by the two so chosen; and in case 
either party shall refuse or neglect to appoint an arbi¬ 
trator or appraiser for any of the purposes herein 
mentioned, after having received ten (10) days’ notice 
to do so by the other party, then said appointment 
shall be made by the president judge of the Court of 
Common Pleas, No. 1, of Philadelphia County, upon 
petition duly made by the party claiming to be ag¬ 
grieved, which appointee, together with the appointee 
of the moving party, shall select the third arbitrator 
or appraiser. 

Twelve .—If upon the expiration of the term 
hereby created, or sooner determination hereof for any 
reason, Union shall fail to deliver up to Electric all 
of the premises and property demised and included or 
forming part of this lease and agreement, then and 
in either event it shall be lawful for Electric to enter 
into and upon the hereby demised premises, or such 
as may be substituted in their place and form the sub¬ 
ject of this lease, and take possession of the same, with 
the appurtenances and with all additions and improve¬ 
ments thereon, and upon such re-entry to remove all 
persons therefrom, and thenceforth to have, hold, pos- 


318 Exh. B—Lease of Elec. Trc. Co. .to Union Trc. Co. 

Siess, and enjoy, and take the same as of its former 
estate thereunder, and thereafter all the estate and 
interest of Union in and to the same shall absolutely 
cease and determine, as though these presents had 
never been made: Provided, however, That such re¬ 
entry shall not in any manner affect any claim of Elec¬ 
tric for rent or for damages resulting from the breach 
of the covenants herein contained: And provided fur¬ 
ther, That any failure or continued failure of Electric 
to enforce any of its rights under this lease shall not 
operate as a waiver of said rights or as an estoppel 
against Electric in the premises; but upon each and 
every breach of any condition or covenant by Union, 
Electric shall be entitled to enforce its rights here¬ 
under as promptly and thoroughly as though it were 
the first breach by Union of said covenant or condition, 
although the same or similar failures on the part of 
Union shall have been, from time to time, acquiesced 
in by Electric. 

Thirteen. — As hereinbefore recited, Union on Oc¬ 
tober 1st, 1895, obtained the control of the Philadel¬ 
phia, Traction Company, of Electric, and of Peoples, 
the former, by lease and the two latter by the purchase 
of a majority interest in the stock of the companies, 
which stock was deposited as collateral security for 
an issue of collateral trust four per cent, bonds, so 
that the former stockholders of Peoples and Electric 
became holders of the said bonds in lieu of the said 
stock. It is agreed that the equities between the said 
three consolidating companies were fixed upon the said 
first day of October, 1895, and that in case Union shall 
default in the case of the lease of the Philadelphia 
Traction Company, or in the payment of the interest 
on said collateral trust bonds, or in the payment of 
the rental herein provided for, the equities between 


Exh. B—Lease of Elec. Trc.Co. to Union Trc.Co. 319 

the said three contracting parties shall be worked out 
and adjusted in the same manner as if this instrument 
had never been executed. 

In Witness Whereof, each of the parties hereto 
hath caused its corporate seal to be hereto affixed, and 
the same to be attested by the signatures of its presi¬ 
dent and secretary, as of the day and year first above 
written. 


320 Exh. B — Exh. One, 2d & 3d Sts. Pass. By. Co. 
EXHIBIT ONE. 


Second and Third Streets Passenger Railway 
Company". 

This Indenture, Made this twentieth day of 
March, Anno Domini, one thousand eight hundred and 
ninety-three (1893), between the Second and Third 
Streets Passenger Railway Company, of Philadelphia, 
(hereinafter called “Lessor’’), of the first part, and 
the Frankford and Southwark Philadelphia City Pas¬ 
senger Railroad Company, (hereinafter called “Les¬ 
see”), of the second part, Witnesseth: 

Whereas, Lessor is the owner of a passenger rail¬ 
way and appurtenances in the city of Philadelphia, 
which Lessee is desirous to lease, and which Lessor 
has agreed to lease on terms hereinafter set forth; 

And Whereas, At a meeting of the Board of Di¬ 
rectors of Lessor, held on the twenty-second day of 
February, A. D. 1893, it was resolved that a draft or 
form of lease in all respects identical with the present 
indenture be adopted and approved, and was ordered 
to be executed by the corporate seal of this Company, 
duly attested by the President and Secretary, after the 
same had been ratified and approved, by a meeting 
of the stockholders of this Company, called for the 
purpose of considering such ratification and approval; 

And Whereas, At a meeting of Stockholders of 
this Company thus called, held, after due call, at the 
office of this Company in the city of Philadelphia, on 
the twenty-seventh day of February, A. D. 1893, said 
form of lease was ratified and approved, and the Di¬ 
rectors were requested to cause their resolution order¬ 
ing the execution and delivery to be carried into effect; 


Exh. B—Exh. One, 2d & 3d Sts. Pass. By. Co. 321 

And Whereas, At a meeting of the Board of Di¬ 
rectors of Lessee, held on the twenty-fourth day of 
February, A. D. 1893, it was resolved that a draft or 
form of lease in all respects identical with the present 
indenture be adopted and approved, and was ordered 
to be executed by the corporate seal of this Company, 
duly attested by the President and Secretary, after the 
same had been ratified and approved at a meeting of 
the Stockholders of this Company, called for the pur¬ 
pose of considering such ratification and approval; 

And Whereas, At a meeting of Stockholders of 
Lessee, duly called, held at the office of said Company 
in the city of Philadelphia, on the twenty-eighth day 
of February, A. D. 1893, the said form of lease was 
ratified and approved, and the Directors were re¬ 
quested to cause their resolution ordering the execu¬ 
tion and delivery to be carried into effect; 

Now this Indenture Witnesseth, That for and in 
consideration of the covenants and agreements of the 
Lessee herein contained, and of the sum of one dollar, 
to it in hand paid by the Lessee, the receipt whereof is 
hereby acknowledged, the Lessor doth hereby let and 
demise to the Lessee the entire railway of Lessor as 
the same is now located and constructed, or as the 
same may hereafter he located and constructed, in pur¬ 
suance of any and every lawful authority now existing, 
or which may hereafter exist, and together with all 
the branches, extensions, sidings, turnouts, tracks, 
rights of way, lands, machinery, fixtures, depots, 
stables, shops, stations, buildings, structures, improve¬ 
ments, appurtenances, tenements and hereditaments, 
of whatever kind or description, and wherever situate, 
now held or owned by Lessor, or which at any time 
hereafter, during the term of this demise, may be 
acquired by Lessor, provided that such after acquired 
property shall be acquired for some purpose incident 


322 Exh. B — Exh. One, 2d & 3d Sts. Pass. By. Co. 

to or connected with the maintenance, operation, con¬ 
struction or extension of the aforesaid railway and its 
appurtenances; also all horses, cars and other rolling 
stock, tools, implements, machines, harness, equipment, 
stable furniture, and such like personal property gen¬ 
erally of every kind and description belonging to the 
party of the first part and in use, or intended or 
adapted for use, on or about the railroad and premises, 
demised, or the business thereof; 

Also the rights, powers, franchises and privileges 
which rqay now, or at any time hereafter, during the 
aforesaid term be lawfully exercised or enjoyed in or 
about the use, management, maintenance, renewal, ex¬ 
tension or improvement of the railway and appurte¬ 
nances above demised. 

Excepting and Reserving out of this grant for the 
sole and exclusive benefit of the Lessor all those, the 
following lots or pieces of ground: 

All that certain lot or piece of ground, beginning 
at a point on the south-easterly side of Bridge street 
at the distance of seventy feet south-easterly from the 
southeast side of Young street, in the late village of 
Bridesburg, now in the Twenty-fifth ward of the city 
of Philadelphia, thence extending on a line at right 
angles to said Bridge street, and parallel with said 
Young street, South seventy-three degrees forty-five 
minutes; West one hundred feet to a point; thence on 
a line at right angles to said Young street and parallel 
with said Bridge street, South sixteen degrees fifteen 
minutes East, twenty feet to a point, an angle; thence 
on a line at right angles to Washington street and 
parallel to Church street, South forty-nine degrees 
fifteen minutes East one hundred feet to a point in 
the northwest line of said Washington street, which 
said point is at the distance of one hundred and eighty- 
three feet eleven inches northeast from said Church 



Exh. B — Exit. One, 2d & 3d Sts. Bass. Ry. Co. 323 

street, and thence along the line of said Washington 
street North forty degrees forty-five minutes, East 
fifty-four feet five inches and three-fourths of an inch 
to an angle or bend; thence along the southwest line 
of said Bridge street North sixteen degrees fifteen min¬ 
utes, West seventy-four feet five inches and three- 
fourths of an inch to the place of beginning. 

All that certain messuage or tenement No. 2657, 
formerly erroneously numbered 2647 Amber street, 
and lot or piece of ground thereunto belonging, situate 
on the south-easterly side of the said Amber street, 
at the distance of three hundred and sixty-five feet 
one and three-eighths inches north-easterly from Hunt¬ 
ingdon street, in the Thirty-first ward of the city of 
Philadelphia, containing in front or breadth on said 
Amber street thirty-five feet six inches, and extending 
in length or depth south-easterly on the north-easterly 
line thereof one hundred and ten feet one and seven- 
eighths inches, (said line extending South twenty-nine 
degrees twenty-four minutes and eighteen seconds 
East), and on the south-westerly line thereof at right 
angles with said Amber street one hundred and ten 
feet to Collins street, on which it has a frontage of 
twenty-nine feet eight and three-quarters inches, ac¬ 
cording to a plan made by Joseph Mercer, City Sur¬ 
veyor of the Sixth district, on the twenty-seventh day 
of June, A. D. 1885. 

All that certain lot or piece of ground marked No. 
693 on the plan of the Shackamaxon Land Company, 
situate on the west corner of Richmond street and 
Westmoreland street, in the Twenty-fifth ward of the 
city of Philadelphia, containing in front or breadth on 
the north-westerly side of the said Richmond street 
eighteen feet, and extending of that width in length 
or depth north-westwardly along the south-westwardly 
side of the said Westmoreland street one hundred feet 
to the south-easterly side of Fisher street, on which it 
has a front or breadth of eighteen feet. 


324 Exh. B — Exit. One, 2d & 3d Sts. Pass. By. Co. 

All that certain lot or piece of ground numbered 
G94 in a certain plan of late of the Shackamaxon Land 
Company, in the Twenty-fifth ward of the city of Phila¬ 
delphia, situate on the northwest side of Richmond 
street,'commencing at the distance of eighteen feet 
south-westwardly from the southwest side of West¬ 
moreland street, thence extending south-westwardly 
along the northwest side of said Richmond street 
thirty-one feet five inches to a point; thence extending 
in a northwardly direction one hundred feet six and 
three-fourths inches to a point in the southeast side of 
Fisher street; thence extending north-eastwardlv along 
the south-eastwardly side of said Fisher street twenty- 
two feet two and one-half inches to a point; thence 
extending south-eastwardly on a line parallel with 
Westmoreland street one hundred feet to a point on 
the northwest side of said Richmond street, and place 
of beginning. 

It being intended that said lots or pieces of ground 
do not pass by this conveyance, but are reserved in 
fee simple to the Lessor. 

To have and to hold the premises thus demised 
and leased, as aforesaid, unto the Lessee, its succes¬ 
sors and assigns, for the full term of nine hundred and 
ninety-nine years, beginning with the first day of Janu¬ 
ary, A. D. one thousand eight hundred and ninety-three 
(1893). 

And in consideration of the premises and parties 
hereto, do hereby covenant and agree as follows—each 
party covenanting for itself, its successors and as¬ 
signs, with the other, its successors and assigns: 

First .—The Lessee shall and will, in addition to 
the payments hereinafter provided for, pay to the 
Lessor, as rent of the premises hereby demised; 

For the first year of the term hereby created the 
yearly rent or sum of $180,234; 



Exk. B — Exh. One, 2d & 3d Sts. Pass. Ry. Co. 325 

For the second year of the term hereby created 
the yearly rent or sum of $190,836; 

For the third year of the term the yearly rent 
or sum of $190,836; 

For the fourth year of the term the yearly rent 
or sum of $201,438; 

For the fifth year of the term the yearly rent or 
sum of $212,040; 

For the sixth year of the term the yearly rent or 
sum of $212,040: 

For the seventh year of the term the yearly rent 
or sum of $222,642; 

For the eighth year of the term the yearly rent 
or sum of $222,642; 

For the ninth year of the term the yearly rent or 
sum of $233,244; 

For the tenth year of the term the yearly rent or 
sum of $254,448; 

And thereafter the yearly sum of $254,448 in 
lawful money of the United States of America. Said 
annual payments shall be made in four equal quarterly 
payments, to be made on the last days of March, June, 
September and December, in each and every year. 
The first quarterly payment of $45,058.50 is to be made 
on the thirty-first day of March, one thousand eight 
hundred and ninety-three (1893). 

Second .—The Lessee shall also pay to the Lessor 
the yearly sum of $2,250, like lawful money of the 
United States, in equal quarterly payments of $562.50, 
on the last days of March, June, September and De¬ 
cember of each year. The first of these quarterly pay¬ 
ments is to be made on the last day of June, 1893. 
These sums are paid for the purpose of defraying the 
expenses and maintaining the corporate organization 
of the Lessor. 


326 j Exh. B — Exh. One, 2d & 3d Sts. Pass. By. Co. 

Third .—The Lessee shall and will, during the con¬ 
tinuance of the term hereby demised, assume the pay¬ 
ment of, and punctually and faithfully pay, all taxes, 
charges or assessments for which the Lessor would 
otherwise be in any wise liable or chargeable on ac¬ 
count of its corporate existence, its franchises, prop¬ 
erty, capital stock, receipts under this lease, or divi¬ 
dends or payments made from such receipts, gross re¬ 
ceipts, bonds, or other indebtedness. The payments by 
Lessee shall be without any right or defalcation or 
abatement by reason of any payment made by it of 
the principal or interest of any bond or bonds issued 
by the Lessor in pursuance of the terms of this con¬ 
tract: Provided, however, that the Lessor shall be 
liable for such part only of any taxes aforesaid pay¬ 
able next after the beginning of the term hereby de¬ 
mised as shall be properly apportionable to so much 
of the period during which the said tax accrued as shall 
have intervened since the beginning of the term hereby 
demised. 

Fourth .—The Lessee shall and will (subject, where 
the occasion may require, to the apportionment last 
hereinbefore provided for) punctually and faithfully 
pay all taxes, water rents, charges, levies, license fees, 
claims, liens and assessments of any and every kind 
which, during the continuance of the term hereby de¬ 
mised, shall, in pursuance of any lawful authority, be 
assessed or imposed on the demised premises and prop¬ 
erty, or any part thereof, or on the business there car¬ 
ried on, or the receipts, gross or net, therefrom, or, 
if heretofore so assessed or imposed, then so much 
thereof as may be fairly apportioned to the period 
of time ensuing after the beginning of the term hereby 
demised. 

Fifth .—The Lessee shall and will assume, pay, 
satisfy and fully discharge the principal and interest 



Exh. B — Exh. One, 2d & 3d Sts. Pass. By. Co. 327 

of any and all bond or bonds which may be issued by 
the Lessor hereafter in pursuance of the terms of this 
lease. 

Sixth .—The Lessee shall at all times, so long as 
its lease shall continue and remain undetermined, at its 
own expense maintain the streets along the line of its 
hereby demised railway or railroads to such extent 
as the same shall be required by law or ordinance to 
be kept in good repair by Lessor, in such good con¬ 
dition as the Lessor would have been required to keep 
them in if this lease had not been made. It shall be 
the duty of Lessee to indemnify Lessor against all 
claims v costs and damages for repairing, paving or 
repaving said streets, and against any claim for any im¬ 
proved pavement of such streets as are now, or shall at 
any future time, be occupied by the Lessee under the 
franchises of the Lessor. The Lessee shall also indem¬ 
nify the Lessor against any expenses of any payments 
of any sort or kind which would be collectible by munic¬ 
ipal authority from the Lessor as if this lease had not 
been made: Provided, however, that it shall be the 
duty of the Lessor to pay the cost of all street repair¬ 
ing, paving or repaving done by it, or by municipal 
authority on its account, prior to the first day of Jan¬ 
uary, 1893. 

Seventh .—The Lessee shall and will, during the 
continuance of the hereby demised term, keep and 
maintain the said demised railway and appurtenances, 
buildings, structures and fixtures, in good order and 
repair; keep in public use, manage and efficiently oper¬ 
ate, with a full equipment, the said railway ; use every 
reasonable effort to maintain and increase the business 
thereof, and the revenue therefrom; perform and dis¬ 
charge any and every obligation of the Lessor as to 
the repairing or paving of streets, or as to - any matter 


328 Exh. B—Exh. One, 2d & 3d Sts. Pass. By. Co. 

connected with the maintenance or use of the railway 
or the exercise of the rights and privileges hereby de¬ 
mised; from time to time, and at all times, indemnify 
and save harmless the Lessor from all liabilities, from 
accidents, from loss of life, or otherwise, and damages, 
claims and suits by reason of anything done or omitted 
by the Lessee in the premises. 

And at the expiration or other determination of 
the hereby demised term surrender the said railway 
and premises in the same good order and condition as 
they now are. It being further understood and agreed 
that the Lessee shall, at its own expense, keep the 
buildings and personal property hereby demised, and 
any buildings or personal property that may be used 
to replace the same, insured to at least such propor¬ 
tionate extent as it shall keep insured any of its build¬ 
ings or personal property of like character; and that 
in the event of loss or damage by tire the amount of 
insurance money recovered shall be applied to the re¬ 
placement or restoration of the property destroyed or 
injured. 

Eighth .—The said Lessee shall not occupy or use 
the property hereby demised otherwise than as and 
for the business of a city passenger railway, nor shall 
the said Lessee assign this lease, nor the term hereby 
created, or any right hereunder, or underlet the said 
demised property, or any part thereof, without the 
written assent thereto of the Lessor signified by reso¬ 
lution of its stockholders adopted at a meeting duly 
called for the purpose. It being agreed that any law¬ 
ful levy or sale on execution or on attachment, or other 
legal process of the premises or property of the Les¬ 
see, or of the rights of the Lessee under this lease, 
and any assignment or sale in bankruptcy or insol¬ 
vency of said rights, shall be deemed and taken to be 
an assignment within the meaning of this lease. If 



Exh. B—Exh. One, 2d £ 3d Sts. Pass. Ry. Co. 329 

the Lessee shall permit or cause to be permitted any 
of the provisions of this article to be broken then this 
lease and term, at the option of the Lessor, shall cease 
and determine. 

If a receiver or assignee shall be appointed of the 
franchises and property of the Lessee, then such ap¬ 
pointment shall and will, at the option of the Lessor, 
end and determine this lease, and the Lessor may, at 
its option, immediately thereon, re-take possession of 
the hereby demised property. The same shall not pass 
into the possession of such receiver or assignee unless 
the Lessor shall so permit by writing duly exercised. 

Ninth .—A full and correct description, inventory 
and appraisement of the cars and other rolling stock 
hereby demised shall be made and signed in duplicate 
by the majority of three persons—one to be selected 
by each of the parties hereto, and the third by the two 
thus selected—and a duplicate of said inventory and 
appraisement shall be delivered to each of the parties 
hereto after having been identified by the signatures 
of the presidents of the parties hereto. Each car or 
other article enumerated in the said inventory shall, 
by the Lessee, be either kept in good condition and re¬ 
pair, or be replaced from time to time by another car, 
or similar article, as the case may be, equal in value 
to the appraised value as aforesaid of the original; 
each car or other article from time to time substituted 
shall become and be the property of and is hereby as¬ 
signed and transferred to the Lessor, subject however 
to the rights of the Lessee as lessee thereof, and to all 
the conditions of this lease; written notice of such 
substitution and a written description of the substi¬ 
tuted article shall be at once given to the Lessor by the 
Lessee, and on the expiration or sooner determination 
of the term hereby demised, the said property, whether 
consisting of original or substituted items, shall revert 


330 Exh. B — Exit. One, 2d & 3d Sts. Pass. Ry. Co. 

to and may at once be taken possession of by the Les¬ 
sor, and if their aggregate value shall not be equal to 
the aggregate value of the original items according to 
the appraisement hereinbefore provided for the defi¬ 
ciency in such value shall at once be paid by the Lessee 
to the Lessor. 

Tenth .—A full and correct inventory and appraise¬ 
ment of all the horses, tools, implements, harness, 
equipment, stable furniture and such like personal 
property hereby demised, or intended so to be, shall 
be made in duplicate by the majority of three persons, 
to be appointed as aforesaid; a duplicate original of 
the same shall be delivered to each of the parties hereto, 
after having been identified by the signatures of the 
presidents of the parties hereto, and at the expiration 
or sooner determination of the term hereby demised 
the Lessee shall immediately deliver to the Lessor so 
much of the said inventoried property as shall then be 
in good condition and fit for use, paying money for 
any depreciation thereof below the value placed thereon 
by the said appraisement, and shall, in place of that 
which has been worn out or destroyed or become unfit 
for use, deliver other property of like kind and equal 
in value according to the said appraisement to that 
which has been worn out or destroyed or rendered unfit 
for use, and to the extent that the Lessee shall fail to 
comply properly and fully with its covenant in this 
respect it shall be liable to an action for damages by 
the Lessor, in which action the loss to the Lessor result¬ 
ing from its being prevented from resuming its busi¬ 
ness as a railway company as speedily and to the same 
extent at it would have been able to resume the same 
if the Lessee had complied with its covenant shall be 
an element of damage, the parties hereto expressly 
agreeing that the said covenant was entered into with 
the clear understanding that its objects was to enable 



Exli. B — Exli. One, 2d & 3d Sis. Pass. Ry. Co. 331 

the Lessor to resume its said business immediately upon 
the expiration or sooner determination of the lease 
hereby demised. 

Provided, However, That in case the said Lessee 
shall at any time desire to substitute a system of cable 
traction or other motive power on the said railway 
instead of horse power, in whole or in part, it shall 
have the right to do so, under the condition that all the 
buildings, structures, tracks, machinery, appliances, 
apparatus, materials and labor relating thereto, or en¬ 
tering into the construction thereof, shall be of first- 
class character, suitable for these respective purposes, 
and that the system employed shall be of a kind which 
shall first be submitted to the Board of Directors of 
the Lessor and shall have been approved in writing by 
resolution of said board. No system shall be employed 
which shall not have been previously tested by general 
use on some other passenger railway of this city, and 
which shall not have been demonstrated practically to 
be efficient and desirable. If a reasonable system be 
submitted for the approval of the Lessor, and if the 
Lessor shall unreasonably withhold its approval, a 
court of competent jurisdiction may, upon proof of 
such unreasonable withholding, compel the approval 
by the Lessor. Such compulsory approval shall oper¬ 
ate with like effect as if it had been voluntarily given. 

The buildings, machinery, appliances and other 
property which shall thus be substituted for horse 
power shall always be at least equal in value to that 
of the horses, harness, horse furniture and stable 
equipments hereby demised. The Lessor and its de¬ 
mised property shall be free from all liability for the 
cost or expense of the introduction of such new sys¬ 
tem, except to the extent and in the way and manner 
hereinafter provided for. 


332 Exh. B — Exit. One, 2d & 3d Sts. Pass. By. Co. 

In the event of a change of the motive power under 
a system approved in the way and manner hereinbefore 
pointed out at an actual cost in excess of said value 
of cars, horses, harness, horse furniture and stable 
equipments, the Lessor shall execute its bonds, to be 
secured by a mortgage of its franchises and property, 
to an extent not exceeding in all $500,000. On proof 
being made of the actual cost of said system, for so 
much thereof as shall be permanent in its character and 
not destructible by use, it shall be the duty of the Les¬ 
sor to exercise its franchises in the due execution and 
issuance of said bonds, and in the execution and deliv¬ 
ery of a mortgage of the usual form to a trustee secur¬ 
ing said issue. 

It shall be the duty of the Lessee to pay the inter¬ 
est on all said bonds and all expenses which may be 
attendant on the placing of the same, and on the sub¬ 
sequent renewals of any such bonds after maturity. 
Said bonds shall contain a proviso requiring their guar¬ 
antee both as to principal and interest by the Lessee. 
The Lessee covenants that it will pay said bonds, both 
principal and interest, as the same shall mature, with¬ 
out calling upon the Lessor for any contribution. All 
and every expense attending the preparation and issu¬ 
ing of said bond or bonds and mortgage shall be paid 
by the Lessee. 

Eleventh .—The Lessor shall and will, during the 
term hereby demised, maintain its corporate existence 
and organization; and at all times, and from time to 
time during the said term, when requested by the Les¬ 
see, its successors or assigns, shall and will put in force 
and exercise each and every corporate power, and do 
each and every corporate act, which the Lessor might 
now, or may at any time hereafter, lawfully put in 
force or exercise to enable the Lessee to enjoy, avail 



Exh. B — Exh. One, 2d £ 3d Sts. Pass. By. Co. 333 

itself of and exercise every right, franchise and privi¬ 
lege in respect to the use, management, maintenance, 
renewal, extension, or improvement of the premises 
hereby demised, or intended so to be, or the business 
to be there carried on,—the Lessee agreeing to indem¬ 
nify and save harmless the Lessor against all expense, 
loss, damage or liability for such exercise of corporate 
powers or performance of corporate acts when exer¬ 
cised or done at the request of the Lessee. 

Twelfth .—The Lessee, its successors and assigns, 
keeping and performing the covenants herein contained 
on its and their part to be kept and performed, shall 
and may at all times, and from time to time, peaceably 
and quietly have, hold, use and enjoy the demised prem¬ 
ises and every part and parcel thereof with the appur¬ 
tenances without any manner of let, suit, trouble or hin¬ 
drance from the Lessor, its successors and assigns, 
and the Lessor shall and will at any time hereafter 
execute and deliver such further assurances as may be 
reasonably required for fully effectuating the objects 
and purposes of this indenture, and the more fully se¬ 
curing unto the Lessee all the rights and privileges 
hereinbefore mentioned and granted, or intended so 
to be. 

Thirteenth —The Lessor and its properly consti¬ 
tuted agents and officers shall have the right at all times 
to examine the condition of the property hereby de¬ 
mised, or any substitute for any part thereof, and if, 
after any such examination, it shall be found to have 
run down or to be out of repair, or shall be found not 
supplied with horses, rolling stock, equipments and ap¬ 
pliances generally, at least equal in value and efficiency 
to those now employed in operating the same, (unless 
it shall be found to be equipped, as above set forth, 


334 Exh. B — -Exh. One, 2d & 3d Sts. Pass. By . Co. 

with other motive power of like value,) then in such 
case the Lessee upon request in writing from the Les¬ 
sor shall, within thirty days after receipt of such re¬ 
quest, place the property in the condition of value, 
repair and efficiency fully equipped in every respect, 
as herein set forth. 

Fourteenth .—The Lessee shall and will, at the end 
of the said term of nine hundred and ninety-nine years, 
or as soon as this lease may be determined and ended 
otherwise, surrender and deliver to the Lessor the said 
demised property, real and personal, and all renewals 
and substitutes therefor, in good order and efficiency 
and of as such value as when received from the Lessor. 

Fifteenth .—It is the intent of this lease that the 
same shall be considered in all respects as though it 
had been made as of the first day of January, 1893. 
The rights of the parties shall be precisely what they 
would have been if it had been then made. The Lessee 
shall be considered as entitled to all the benefits of the 
business which has been conducted since that date by 
the Lessor, and is to be charged with all the expenses 
and disadvantages. The Lessor shall be considered as 
being entitled to appropriate to its own exclusive bene¬ 
fit all the cash which was on hand and all the bills re¬ 
ceivable and accounts receivable which were on hand, 
and all food and supplies other than those enumerated 
as passing to the Lessee, which were on hand as of the 
first day of January, 1893. The value of said supplies 
and food as ascertained by the inventory as of the date 
of the first day of January, 1893, viz.: $18,101.31, is 
to be allowed by the Lessee to the Lessor. An account 
shall be taken as between the Lessor and Lessee of the 
receipts and disbursements since the first day of Jan¬ 
uary, 1893. A copy of this account, signed by the 



Exh. B — Exli. One, 2d & 3d Sts. Pass. By. Co. 335 

presidents of Lessor and Lessee is appended hereto. 
There shall be eliminated from the credits all sums 
paid for State tax on capital stock to November 1, 1892, 
on capital stock to January 1, 1893, and on gross re¬ 
ceipts to January 1, 1893. There shall also be elim¬ 
inated paving bills for paving done on Dock street 
antecedently to January 1,1893, and for paving done on 
Second and Third streets antecedently to said date. 
There shall also be eliminated any tax for any year 
antecedently to 1893 on real estate. An additional 
credit shall be allowed in this account for the inventory 
value of food and supplies on hand on the first of 
January, 1893, as above stated. No credits shall be 
included in this account for any damages paid by rea¬ 
son of accident occurring antecedently to the first of 
January, 1893. No credits shall be allowed for any 
City tax on dividends during the year 1892. No credits 
shall be allowed in this account for any real estate pur¬ 
chased by the Company and not transferred by this 
lease to the Lessee. From the debits of this account 
must be excluded all receipts by reason of operation of 
the Company in any way antecedently, to the first day 
of January, 1893. There shall also be added to the 
debits the amount of cash on hand as of the first of 
January, 1893. The balance of this account, amounting 
to $25,538.83, is to be forthwith paid by the Lessee to 
the Lessor. 

Sixteenth .—If any sums have been collected by 
Lessor for advertising in cars, or from any other 
source, for services to be rendered subsequently to the 
first of January, 1893, there shall be an apportionment 
in favor of the Lessee. The Lessor shall be entitled to 
an apportionment of all moneys which shall hereafter 
be collected on account of services of like character 


336 Exh. B — Exh. One, 2d & 3d Sts. Pass. By. Co. 

rendered during any portion of the period antecedently 
to the first of January, 1893. 

Seventeenth .—The Lessee must at all times accord 
to the Lessor the full and free use of the room in the 
Frankford avenue depot heretofore used as a Presi¬ 
dent’s or Board of Directors’ room for meetings of 
directors or stockholders whenever such meetings may 
convene. If it shall be impossible for any cause to 
permit the use of said room then there shall be appro¬ 
priated to the use of the directors and stockholders thus 
meeting a room in all respects equal in its capacity 
and convenience of location. 

Eighteenth .—It is expressly understood and 
agreed that when a time for the payment of any money, 
or rent, or for the performance of any of the cove¬ 
nants of this lease, is fixed, such time is of the essence 
of the contract, and will not be relieved against, and 
that if any of the payments mentioned in Articles 
First, Second, Third, Fourth and Fifth of this Agree¬ 
ment shall not be made by the Lessee, at or before the 
t;me specified therein for payment of the same, or in 
case any default or failure to perform shall take place 
or be made by the said Lessee in any of the other cove¬ 
nants and stipulations contained in this lease for any 
period of thirty days after written notice of such de¬ 
fault or failure shall have been delivered by the Lessor 
to the Lessee, then this lease, at the option of the Les¬ 
sor, shall cease and determine, and it shall be lawful 
for the Lessor to enter into and upon the hereby de¬ 
mised premises or such as may be subsisting in their 
place and forming the subject of this lease, and to take 
possession of the same and the appurtenances, and of 
all additions and improvements thereof, and upon such 
re-entry to remove all persons therefrom, and thence- 



Exh. B—Exh. One, 2d & 3d Sts. Pass. Ry. Co. 337 

forth to have, hold, possess and enjoy the same as of 
its former estate therein; and thereafter all the estate 
and interest of the said Lessee in and to the same shall 
absolutely cease and determine as though these pres¬ 
ents had never been made. Provided, however, that 
such re-entry shall not in any manner affect any claim 
of said Lessor for rent, and also for damages resulting 
from the breach of any of the covenants herein con¬ 
tained. 

And in case of such default by the said Lessee and 
such determination of this lease by the Lessor, if it 
shall be necessary for the better protection of the 
rights, interests, and estate of said Lessor in the hereby 
demised premises or property to commence proceed¬ 
ings in ejectment, or other action in law or equity, for 
the whole or any part of the hereby demised premises 
or property, it shall be competent for any attorney of 
any court of record in this Commonwealth to appear 
from time to time, as aften as default may occur, on 
behalf of said Lessee, for which a copy of this lease 
tiled in court shall be sufficient warrant, and to con¬ 
fess judgment in such ejectment or other proceedings, 
and thereupon a writ of habere facias 'possessionem, 
or other legal process, may forthwith issue. 

And it is Further Agreed, That in the event of a 
confession of judgment in ejectment as above provided 
the Lessor, in order to recover possession of the per¬ 
sonal property hereby demised, and such other per¬ 
sonal property as may have been substituted therefor, 
under the provisions of this lease, may commence an 
action or actions of replevin against the said Lessee, 
and any person or persons, corporation or corpora¬ 
tions in possession thereof, through the said Lessee, 
and in said action any attorney of any court of record 
of this Commonwealth may appear from time to time 


338 Exh. B — Exli. One, 2d & 3d Sts. Pass. By. Co. 

for the defendant and defendants therein, and, upon til¬ 
ing a copy of this lease, may confess judgment against 
such defendant and defendants, for which the filing of 
said copy shall be a sufficient warrant; and the said 
Lessee hereby relieves the said Lessor and its surety 
or sureties in said case from any and all actions, suits 
and claims by reason of the issuing of such writ 1 and 
writs on the giving of a replevin bond. Neither of the 
actions or proceedings above mentioned shall be other 
than cumulative nor shall be taken as excluding the 
Lessor from any other action or proceeding which 
may be necessary for the preservation and enforce¬ 
ment of its rights under this lease; it being the inten¬ 
tion of the parties hereto that immediate possession 
shall be had by the said Lessor on the termination of 
this lease. In case the said Lessee shall deny that it 
has broken any of its covenants and shall make defense 
to any proceeding which may be taken by the said 
Lessor to recover possession, then it is hereby agreed 
that pending such litigation the court having jurisdic¬ 
tion of such proceeding, or any other court of com¬ 
petent jurisdiction, on the motion of said Lessor by a 
proper form of proceeding shall be authorized to ap¬ 
point a receiver pending said litigation, who shall at 
once take possession of the property, operate the rail¬ 
way, and, after deducting operating expenses, shall 
apply the balance on account of the rent and other 
required payments provided for in this lease until such 
litigation be ended, but he shall at once deliver the 
property to the successful party in the litigation and 
shall account to such receiver. The same provisions 
shall also apply to any and all subsequent violations of 
any of the provisions of this lease by the Lessee. 

Lastly .—It is distinctly understood and agreed 
that all additions, alterations and improvements made 



Exit. B — Exh. One, 2d & 3d Sts. Pass. By. Co. 339 


by the Lessee shall enure to the benefit of the Lessor, 
and shall be the property of the latter. 


In Witness Whereof, Each of the said parties 
has herewith affixed its corporate seal, duly attested 
by the signature of its President and Secretary, the 
day and year first aforesaid. 


HORACE T. POTTS, 

Chas. D. Matlack, 

Secretary. 


President. 


JEREMIAH J. SULLIVAN, 

President. 


Thomas S. Habeis, 

Secretary. 


Witnesses at signing: 

Wm. F. Millee, 
R. C. Bbewstee. 


340 Exli. B — Exli. One, 2d & 3d Sts. Pass. Ry. Co. 

State oe Pennsylvania, I 
City of Philadelphia, J 5 * 

Be it Remembered, That on this twentieth (20) 
day of March, A. D. one thousand eight hundred and 
ninety-three (1893), before me, the subscriber, a 
Notary Public, in and for the said City, personally 
appeared Horace T. Potts, President of the foregoing 
named corporation, the Second and Third Streets Pas¬ 
senger Railway Company, who being duly affirmed ac¬ 
cording to law, deposes and says: 

That he was personally present at the execution 
of the foregoing indenture, and did affix the common 
or corporate seal of said corporation thereto, and 
that the seal so affixed is the common or corporate 
seal of said Company; and that the foregoing 
indenture was duly sealed and delivered as and 
for the act and deed of the said Second and Third 
Streets Passenger Railway Company; and that the 
signature of this deponent, as President of the said 
corporation, is in this deponent’s own and proper 
handwriting. 

HORACE T. POTTS. 

Affirmed to and subscribed before me this day and 
year aforesaid. 

Witness my hand and seal: 

J. Gordon Showaker, 

Notary Public. 



Exh. B—Exh. One , 2d & 3d Sts. Pass. Ry. Co. 341 

State or Pennsylvania, ) 

City of Philadelphia, \ ss * * 

Be it Remembered, That on this twentieth (20) 
clay of (March, A. D. one thousand eight hundred and 
ninety-three (1893), before me, the subscriber, a 
Notary Public, in and for the said City, personally 
came and appeared Charles D. Matlack, Secretary of 
the foregoing named corporation, the Second and 
Third Streets Passenger Railway Company, who, 
being duly affirmed according to law, deposes and says: 

That he was personally present at the execution 
of the foregoing Indenture, and saw Horace T. Potts, 
President of the said corporation, affix the seal of the 
Company to said Indenture and deliver the same as the 
act and deed of said Company; and that the name of 
this deponent subscribed to said Indenture as Secre¬ 
tary of said corporation in attestation, due execution 
and delivery of said Indenture is in this deponent’s 
own proper handwriting. 

CHAS. D. MATLACK. 

Affirmed to and subscribed before me, the day and 
year aforesaid. 

Witness my hand and seal: 

J. Gordon Showaker, 

Notary Public. 


342 Exh. B — Exh. One, 2d & 3d Sts. Pass. By. Co. 


State of Pennsylvania, ) 

7 > c o • 

City of Philadelphia, ) 

Be it Remembered, That on this twentieth day of 
March, A. D. one thousand eight hundred and ninety- 
three (1893), before me, the subscriber, a Notary Pub¬ 
lic, in and for the said City, personally came and ap¬ 
peared Jeremiah J. Sullivan, President of the fore¬ 
going named corporation, the Frankford and South¬ 
wark Philadelphia City Passenger Railroad Company, 
who, being duly sworn according to law, deposes and 
says: 

That he was personally present at the execution 
of the foregoing Indenture, and did affix the common 
or corporate seal of said corporation thereto; and that 
the seal so affixed is the common or corporate seal of 
the said Company; and that the foregoing Indenture 
was duly sealed and delivered as and for the act and 
deed of the said Frankford and Southwark Philadel¬ 
phia City Passenger Railroad Company; and that the 
signature of this deponent to said Indenture as Presi¬ 
dent of the said corporation is in this deponent’s own 
proper handwriting. 

JEREMIAH J. SULLIVAN. 

Sworn to and subscribed before me, this day and 
year aforesaid. 

Witness my hand and seal: 

J. Gordon Showaker, 

Notary Public . 


Exit. B — ExJi. One, 2d £ 3d Sts. Pass. Ry. Co. 343 


State of Pennsylvania, / 

City of Philadelphia, [ <S5, ‘ 

Be it Remembered, That on this twentieth day of 
March, A. D. one thousand eight hundred and ninety- 
three (1893), before me, the subscriber, a Notary Pub¬ 
lic, in and for the said City, personally appeared 
Thomas S. Harris, Secretary of the foregoing named 
corporation, the Frankford and Southwark Philadel¬ 
phia City Passenger Railroad Company, who, being 
duly sworn according to law, deposes and says: 

That he was personally present at the execution 
of the foregoing Indenture, and saw Jeremiah J. Sul¬ 
livan, President of the said corporation, affix the seal 
of said Company to said Indenture and deliver the 
same as the act and deed of said Company; and that 
the name of this deponent subscribed to said Indenture 
as Secretary of said corporation in attestation, due 
execution and delivery of said Indenture is in this de¬ 
ponent ’s own proper handwriting. 

THOMAS S. HARRIS. 

Sworn to and subscribed before me, the day and 
year first aforesaid. 

Witness my hand and seal: 

J. Gordon Showaker, 

Notary Public. 


344 Exh. B — Exit. One, 2d & 3d Sts. Pass. By. Co. 

MEMORANDUM OF SETTLEMENT THERE¬ 
UNDER. 

The Second and Third Streets Passenger Railway 
Company agrees to pay: 

State Tax on capital stock to January 1, 1893. 

State Tax on gross receipts ‘ 4 “ “ “ 

City Tax on dividends u “ u u 

City Tax on real estate and horses to January 1, 
1893,—now in litigation. 

To pay claim of City for balance said to be due 
for paving Dock, Second, and Third streets in 
1889 and 1890,—when account is adjusted. 

To pay to the Frankford and Southwark Pas¬ 
senger Railway Company the sum of $20,000, 
being amount agreed upon by the Lessee for 
the completion of the paving of Second street 
from Green street to Callowhill street, and 
Third street from Arch to Noble streets, as 
per ordinance of Council. 

To pay all liability for damages previous to Jan¬ 
uary 1, 1893. 

And to perform all other obligations imposed upon 
them by the propositions of the lease submitted to the 
stockholders, of which propositions this is a part. 

The Frankford and Southwark Passenger Railway 
Company agrees: 

To pay for the stone already deposited on Sec¬ 
ond street from Green to Callowhill streets, 
and to complete the work of paving between 
Green and Callowhill streets on Second street, 
and between Arch and Noble streets on Third 
street, in conformity to ordinance of Council* 


Exit. B — Exh. One, 2d & 3d Sts. Pass. By. Co. 345 


To pay the Second and Third Streets Passenger 
Bailway Company $18,101.31, being the 
amount of inventory of supplies on hand Jan¬ 
uary 1, 1893, as per report made January 1, 
1893. 

And to perform all other obligations imposed upon 
them by the propositions of the lease submitted to the 
stockholders, of which propositions this is a part. 


346 Ex. B — Ex. Two, 2d & 3d Sts. P. By. Co. ( Assgt.) 
EXHIBIT TWO. 


Second and Third Streets Passenger Railway 
Company (Assignment). 

This Indenture, Made the seventeenth day of 
August, in the year of our Lord one thousand eight 
hundred and ninety-three (1893), between The Second 
and Third Streets Passenger Railway Company, party 
of the first part, The Electric Traction Company of 
Philadelphia, party of the second part, and The Frank- 
ford and Southwark Philadelphia City Passenger Rail¬ 
road Company, party of the third part, Witnesseth: 

Whereas, by an Indenture made the twentieth day 
of March, A. D. 1893, between The Second and Third 
Streets Passenger Railway Company of Philadelphia, 
(called the Lessor), and The Frankford and South¬ 
wark Philadelphia City Passenger Railroad Company, 
(called the Lessee), the said Lessor for and in consid¬ 
eration of the covenants and agreements therein con¬ 
tained did let and demise to the said Lessee the entire 
railway of the Lessor, together with all the branches, 
extensions, sidings, turnouts, tracks, rights of way, 
lands, machinery, fixtures, depots, stables, shops, sta¬ 
tions, buildings, structures, improvements, appurte¬ 
nances, tenements and hereditaments; also all horses, 
cars, and other rolling stocks, tools, implements, ma¬ 
chines, harness, equipment, stable furniture and other 
like personal property generally belonging to the said 
Lessor, as the same are more particularly described 
and set forth in the said Indenture, together with the 
rights, powers, franchises and privileges then or at 
any time thereafter to he lawfully exercised or enjoyed 
in or about the use, management, maintenance, re¬ 
newal, extension, or improvement of the said railway 
and the appurtenances as therein demised and de¬ 
scribed. Excepting and Reserving, out of said grant, 



Ex. B — Ex. Tiuo, 2d & 3d Sts. P. By. Co. (Assgt.) 347 

however, for the sole and exclusive benefit of the said 
Lessor, four certain lots or pieces of ground therein 
particularly described. 

The whole premises being thus demised and leased 
for the full term of nine hundred and ninety-nine (999) 
years from the first day of January, A. D. 1893. 

And Whereas, By the Eighth Paragraph of said 
lease, it was provided, inter alia , that the said Lessee 
should not assign said lease, nor the term thereby cre¬ 
ated, nor any right therein, nor under-let the said de¬ 
mised property, or any part thereof, without the writ¬ 
ten assent thereto of the Lessor signified by a resolu¬ 
tion of its stockholders adopted at a meeting duly 
called for the purpose. 

And Whereas, By Letters Patent, issued by the 
Governor of the Commonwealth of Pennsylvania, bear¬ 
ing the Great Seal of the Commonwealth of Pennsyl¬ 
vania, and dated May 8th, 1893, a corporation known 
as the Electric Traction Company of Philadelphia was 
formed and incorporated under the provisions of the 
Act of Assembly approved the twenty-second day of 
March, A. D. 1887, for all the purposes mentioned in 
said act. 

And Whereas, The said party of the second part 
is desirous to lease and operate the passenger railway 
and appurtenances formerly owned by the said party 
of the first part, and leased by it to the said party of 
the third part by the said Indenture of March 20th, 
1893, and to obtain an assignment of said lease and the 
term thereby created. 

And Whereas, In consideration thereof, the said 
party of the second part has agreed to assume all the 
obligations, rents, covenants and agreements of every 
kind whatsoever reserved and contained in the said 
Indenture of Lease dated the twentieth day of March, 
A. D. 1893, to be done, kept and performed on the part 


348 Ex. B—Ex. Two , 2d & 3d Sts. P. By. Co. ( Assgt.) 


and behalf of the said Lessee therein mentioned, and 
has also agreed, upon the execution of this Indenture, 
to.give to the stockholders of the said party of the first 
part hereto the right and privilege to subscribe at par 
to ten thousand six hundred and two (10,602) shares 
out of the first issue of fifty thousand (50,000) shares 
of the capital stock of the said Electric Traction Com¬ 
pany of Philadelphia. 

And Whereas, At a meeting of the Board of Di¬ 
rectors of the said party of the first part, held on the 
ninth day of June, A. D. 1892, it was Resolved , 4 'That 
a draft or form of the assignment of the said lease, 
dated the twentieth day of March, A. D. 1893, in all 
respects identical with the present Indenture, be 
adopted and approved, and was ordered to be executed 
by the corporate seal of the said party of the first part, 
duly attested by the President and Secretary, after the 
same had been ratified and approved by a meeting of 
the Stockholders of said corporation called for the pur¬ 
pose of considering said ratification and approval.’’ 

And Whereas, At a meeting of the Stockholders 
of the said party of the first part, held after due call at 
the usual place of meeting in the city of Philadelphia, 
on the tenth day of July, A. D. 1893, the said form of 
Assignment of Lease was ratified and approved, and 
thereupon after due consideration it was Resolved , 
‘ 4 That the said Frankford and Southwark Philadel¬ 
phia City Passenger Railroad Company, the Lessee 
mentioned in the said Indenture of Lease of the twen¬ 
tieth day of March, A. D. 1893, be, and the same is au¬ 
thorized to assign said lease and the term thereby cre¬ 
ated, and all rights thereunder, and to under-let and 
sub-let the said demised property, and all and every 
part thereof to the said party of the second part. ’ 9 

And it was Further Resolved , “That this present 
assignment of said lease, and the covenants and stipu- 


Ex. B — Ex. Two, 2d & 3d Sts. P. By. Co. ( Assgt .) 349 

lations therein contained be approved and ratified, and 
that the President and Secretary of the said Second 
and Third Streets Passenger Railway Company be, 
and they are hereby authorized to sign this assignment 
as ratifying and confirming the same, to affix the cor¬ 
porate seal of the said corporation thereto, and to duly 
acknowledge, deliver, and record the same.” 

And Whereas, At an adjourned special meeting of 
the Stockholders of Electric Traction Company of 
Philadelphia, to wit: the said party of the second part, 
held at the office of the Company on the twenty-sixth 
day of July, A. D. 1893, the stockholders of-the said 
corporation, inter alia, approved and confirmed by 
their vote the assignment of the said Indenture of 
Lease of the twentieth day of March, A. D. 1893, in 
the form hereof. 

And Whereas, The same was, upon motion, re¬ 
ferred to the Board of Directors of the said party of 
the second part, to wit: the Board of Directors of the 
Electric Traction Company of Philadelphia, for such 
other action as might be necessary to carry it into 
effect. 

And Whereas, At a meeting of the Board of Di¬ 
rectors of the said party of the third part previously 
held, to wit: on the seventeenth day of May, A. D. 1893, 
the subject of the proposed assignment of the said In¬ 
denture of Lease of the twentieth day of March, A. D. 
1893, having been, inter alia, duly considered, the same 
was submitted to a meeting of the Stockholders of the 
said party of the third part to be called for that pur¬ 
pose. 

And Whereas, At a meeting of the Stockholders 
of the said party of the third part, to wit: the Frank- 
ford and Southwark Philadelphia City Passenger Rail¬ 
road Company, held on the twentieth day of July, A. D. 
1893, the said stockholders, inter alia, approved by 


350 Ex. B — Ex. Two, 2d & 3d Sts. P. By. Co. ( Assgt .) 

their vote of the assignment of the said Indenture of 
Lease of the twentieth day of March, x4. D. 1893, and 
the same was thereupon on motion referred to the 
Board of Directors of the said party of the third part 
for such further action as might be requisite in order 
to carry the same into effect. 

Now Therefore, know all Men by these Presents , 
That the Frankford and Southwark Philadelphia City 
Passenger Railroad Company, being the said party of 
the third part hereto, for and in consideration of the 
premises and of the sum of one dollar to it in hand 
well and* truly paid by the Electric Traction Company 
of Philadelphia, being the said party of the second 
part hereto at and before the ensealing and delivery 
hereof, the receipt whereof is hereby acknowledged, 
has granted, assigned and set over and by these pres¬ 
ents does grant, assign and set over unto the said the 
Electric Traction Company of Philadelphia, its suc¬ 
cessors and assigns, the said Indenture of Lease dated 
the twentieth day of March, A. D. 1893, together with 
all the property, real, personal and mixed therein men¬ 
tioned and contained, together with all the appurte¬ 
nances, and the rights, powers, franchises and privi¬ 
leges therein, and also all the estate, right, title, term 
of years yet to come, claim and demand whatsoever, 
of, in, to, or out of the same. 

To have and to hold the said property, real, per¬ 
sonal, and mixed, together with all the appurtenances, 
and also all the rights, powers, franchises and privi¬ 
leges unto the said Electric Traction Company of Phil¬ 
adelphia, its successors and assigns, for the residue of 
the term mentioned in the said Indenture of Lease 
dated the twentieth day of March, A. D. 1893, under 
the yearly rents and all the covenants and agreements 
therein reserved and contained on the part and behalf 
of the said Frankford and Southwark Philadelphia 


Ex. B—Ex. Two, 2d & 3d Sts. P. By. Co. ( Assgt .) 351 

City Passenger Railroad Company, to be done, kept 
and performed. 

And the said Electric Traction Company of Phila¬ 
delphia, having read and considered, and having full 
knowledge of the contents of the said Indenture of 
Lease dated the twentieth day of March, A. D. 1893, 
does hereby covenant, promise and agree to pay the 
yearly rents, and to faithfully do and perform all the 
covenants, agreements and conditions reserved and 
contained in the said lease on the part and behalf of 
the said Frankford and Southwark Philadelphia City 
Passenger Railroad Company. 

And the said Second and Third Streets Passenger 
Railway Company, party of the first part hereto, does 
hereby ratify and confirm this assignment of the said 
Indenture of Lease dated the twentieth day of March, 
A. D. 1893, under the terms, stipulations and condi¬ 
tions herein expressed, and for the said consideration 
above named does hereby covenant, promise and agree 
that the said party of the second part hereto may at 
any time hereafter assign the said lease dated the 
twentieth day of March, A. D. 1893, and hereby, as¬ 
signed, and the term thereby created and all rights 
therein, and may sub-let, or under-let the said demised 
property, or any part thereof, with or without the writ¬ 
ten assent thereto of the said the Second and Third 
Streets Passenger Railway Company to any person or 
persons corporation or corporations whatsoever. 

It Being Understood and Agreed, That nothing 
herein contained shall be construed as relieving or re¬ 
leasing the Frankford and Southwark Philadelphia 
City Passenger Railroad Company from any liability 
assumed by or imposed upon it by the terms and cove¬ 
nants of the said Agreement of Lease dated the twen¬ 
tieth day of March, A. D. 1893. 

In Witness Whereof, Each of the said parties 
hereto have hereunto affixed its corporate seal duly 


ob'2 Ex. B — Ex. Two , 2d & 3d Sts. P. By. Co. (Assgt.) 

attested by the signature of its President and Secre¬ 
tary, the day and year first above written. 

The Second and Third Streets Passenger 
Railway Company, 

By 

HORACE T. POTTS, 

President. 

Attest, 

Wm. F. Miller, 

Secretary. 

Sealed and delivered in the 
presence of 

Charles E. Lex, 

Wm. Henry Lex. 

Electric Traction Company of Philadelphia, 
By 

ALF’D SMITH, 

President. 

Attest, 

F. Weckerly, 

Secretary. 

Sealed and delivered in the 
presence of 

Charles E. Lex, 

Wm. Henry Lex. 

Frankford and Southwark Philadelphia City 
Passenger Railroad Company, 

By 

JEREMIAH J. SULLIVAN, 

President. 

Attest, 

Thomas S. Harris, 

Secretary. 

Sealed and delivered in the 
presence of 

Charles E. Lex, 

Wm. Henry Lex. 


Ex. B — Ex. Two , 2d & 3d Sts. P. Ry. Co. ( Assgt .) 353 

On the seventeenth day of August, A. D. 1893, 
before me the subscriber, a Notary Public for the Com¬ 
monwealth of Pennsylvania, residing in the city of 
Philadelphia, personally appearead William F. Mil¬ 
ler, Secretary of the Second and Third Streets Passen¬ 
ger Railway Company, who being duly affirmed accord¬ 
ing to law, says: 

That he was personally present at the execution of 
the within Indenture, and saw the common or cor¬ 
porate seal of the said Company duly affixed thereto; 
that the seal so affixed is the common or corporate 
seal of the said Company; that the said Indenture was 
duly sealed and delivered by Horace T. Potts, Presi¬ 
dent of the said Company, as and for the act and deed 
of the said Company for the uses and purposes therein 
mentioned in pursuance of a Resolution of the Board 
of Directors of said Company duly adopted, and that 
the names of this deponent as Secretary, and of 
Horace T. Potts as President of the said Company, 
subscribed to the within Indenture in attestation of its 
due execution and delivery, are in their and each of 
their respective handwritings. 

WM. F. MILLER, 

Affirmed and subscribed before me, the day and 
year aforesaid. 

Witness my hand and Notarial seal: 

Charles E. Lex, 

Notary Public. 


On the seventeenth day of August, A. D. 1893, 
before me the subscriber, a Notary Public for the Com¬ 
monwealth of Pennsylvania, residing in the city of 
Philadelphia, personally appeared Frank Weckerly, 
Secretary of the Electric Traction Company of Phila¬ 
delphia, who being duly sworn according to law, says: 


354 Ex. B — Ex. Two, 2d & 3d Sts. P. By. Co. ( Assgt .) 

That he was personally present at the execution of 
the within Indenture, and saw the common or cor¬ 
porate seal of the said Company duly affixed thereto; 
that the seal so affixed is the common or corporate 
seal of the said Company; that the said Indenture was 
duly sealed and delivered by Alfred Smith, Presi¬ 
dent of the said Company, as and for the act and deed 
of the said Company for the uses and purposes therein 
mentioned in pursuance of a Resolution of the Board 
of Directors of said Company duly adopted, and that 
the names of this deponent as Secretary, and of Alfred 
Smith as President of the said Company, subscribed to 
the within Indenture in attestation of its due execution 
and delivery, are in their and each of their respective 
handwritings. 

F. WECKERLY. 

Sworn and subscribed before me, the day and year 
aforesaid. 

Witness my hand and Notarial seal: 

Charles E. Lex, 

Notary Public. 


On the seventeenth day of August, A. D. 1893, 
before me the subscriber, a Notary Public for the Com¬ 
monwealth of Pennsylvania, residing in the city of 
Philadelphia, personally appeared Thomas S. Harris, 
Secretary of the Prankford and Southwark Philadel¬ 
phia City Passenger Railroad Company, who being 
duly sworn according to law, says: 

That he was personally present at the execution of 
the within Indenture, and saw the common or cor¬ 
porate seal of the Company duly affixed thereto; that 
the seal so affixed is the common or corporate seal of 
the said Company; that the said Indenture was duly 


Ex. B — Ex. Two , 2d & 3d Sts. P. By. Co. (Assgt.) 355 

sealed and delivered by Jeremiah J. Sullivan, Presi¬ 
dent of the said Company, as and for the act and deed 
of the said Company for the uses and purposes therein 
mentioned in pursuance of a Resolution of the Board 
of Directors of said Company duly adopted, and that 
the names of this deponent as Secretary, and of Jere¬ 
miah J. Sullivan as President of the said Company, 
subscribed to the within Indenture in attestation of its 
due execution and delivery, are in their and in each of 
their respective handwritings. 

THOMAS S. HARRIS. 

Sworn and subscribed before me, the day and year 
aforesaid. 

Witness my hand and Notarial seal: 

Charles E. Lex, 

Notary Public. 


356 Exh. B — Exh. Three, Citizens’ Pass. By. Co. 
EXHIBIT THREE. 


Citizens 9 Passenger Railway Company. 

This Indenture, Made the twenty-third day of 
March, in the year of our Lord, one thousand eight 
hundred and ninety-two, (1892), between The Citizens’ 
Passenger Railway Company of Philadelphia, a cor¬ 
poration duly organized under the laws of the Com¬ 
monwealth of Pennsylvania, (hereinafter called the 
Lessor), of the one part, and The Frankford and 
Southwark Philadelphia City Passenger Railroad Com¬ 
pany, (hereinafter called the Lessee), of the other 
part. 

Whereas, The said Lessee, under and by virtue of 
the Act of Assembly of the Commonwealth of Penn¬ 
sylvania, having the right and authority to operate the 
railway of any passenger railway company which may 
be leased to it, has applied to the said Lessor for a 
lease of the railway, franchises and property of the 
said Lessor, to which lease the said Lessor has agreed 
upon the terms and conditions hereinafter mentioned. 

And Whereas, At a meeting of the Board of Di¬ 
rectors of the said Lessor, held on the twenty-second 
day of February, Anno Domini, one thousand eight 
hundred and ninety-two, (1892), the present form of 
Lease was submitted, and thereupon it was 

“Resolved, That the draft or form of Lease and 
the stipulations and covenants therein contained be 
adopted and approved, and that the same be submitted 
to a meeting of the Stockholders of this Company 
called for the purpose of considering its ratification 
and approval, and that when so ratified and approved 
the President and Secretary of this Company be, and 



Exh. B — Exh. Three, Citizens’ Pass. Ry. Co. 357 

they are hereby authorized to sign the said Lease, to 
affix the corporate seal of this Company thereto, and 
to duly acknowledge, deliver, and record the same.” 

And Whereas, At a meeting of the Stockholders 
of the said Lessor, duly called and held at the office of 
the Company in the city of Philadelphia, on the tenth 
day of March, Anno Domini, one thousand eight hun¬ 
dred and ninety-two, (1892), at ten o’clock A. M., the 
said form of Lease was submitted; 

And Whereas, Upon due consideration thereof it 
was Resolved, “That the said Lease and the covenants 
and stipulations therein contained be approved and 
ratified, and that the President and Secretary of this 
Company be, and they are hereby authorized to sign 
said Lease, to affix the corporate seal of this Company 
thereto, and to duly acknowledge, deliver, and record 
the same.” 

And Whereas, At a meeting of the Board of Di¬ 
rectors of the said Lessee, held on the twenty-fifth day 
of February, Anno Domini, one thousand eight hun¬ 
dred and ninety-two, (1892), the present form of Lease 
was submitted, and thereupon it was 

(( Resolved, That the draft or form of Lease and 
the stipulations and covenants therein contained be 
adopted and approved, and that the same be submitted 
to a meeting of the Stockholders of this Company called 
for the purpose of considering its ratification and ap¬ 
proval, and that when so ratified and approved the 
President and Secretary of this Company be, and they 
are hereby authorized to sign the said Lease, to affix 
the corporate seal of this Company thereto, and to duly 
acknowledge, deliver and record the same.” 

And Whereas, At a meeting of the Stockholders 
of the said Lessee, duly called and held at the office of 


358 Exh. B — Exh. Three, Citizens’ Pass. Ry. Co. 

the Company in the city of Philadelphia, on the four¬ 
teenth day of March, Anno Domini, one thousand eight 
hundred and ninety-two, (1892), at twelve o’clock M., 
the said form of Lease was submitted. 

And Whereas, Upon due consideration thereof it 
was Resolved, “That the said Lease and covenants and 
stipulations therein contained be approved and ratified, 
and that the President and Secretary of this Company 
be, and they are hereby authorized to sign said Lease, 
to affix the corporate seal of this Company thereto, and 
to duly acknowledge, deliver and record the same.” 

Notv this Indenture Witnesseth, That the said 
Lessor for and in consideration of the premises, the 
rent reserved, and the covenants and agreements on 
the part and behalf of the said Lessee to be by it kept, 
paid, and performed as hereinafter mentioned, has 
granted, demised and leased, and by these presents 
does grant, demise and lease unto the said Lessee all 
and singular the railroad or railroads and railway or 
railways now owned and operated by the said Lessor, 
and all railroads at any time hereafter located, con¬ 
structed, extended or controlled by the Lessor, includ¬ 
ing especially The Citizens’ North Philadelphia Pas¬ 
senger Railway Company, and The Citizens’ South 
Philadelphia Passenger Railway Company, together 
with all and every the sidings, appurtenances, rail¬ 
ways, rights of way, depots and stations, grounds, 
lands, tenements, stables, shops, and other buildings 
or structures of every kind and description, and all 
horses, live stock, harness, equipments and stable fur¬ 
niture, cars, sleighs, sweepers, wagons and other vehi¬ 
cles, and all other property, real and personal, (except¬ 
ing as hereinafter excepted), of whatsoever kind and 
wheresoever situate belonging to the said Lessor, and 
all the franchises, rights and privileges of the said 


Exh. B — Exh. Three, Citizens’ Pass. By. Co. 359 

Lessor connected with or appurtenant to the said de¬ 
mised railroad or railway, or any part thereof, or to 
the construction, maintenance, use, re-location, or oper¬ 
ation of the same. 

And Provided Always Nevertheless, And it is ex¬ 
pressly understood and agreed, that nothing herein 
contained shall be deemed or taken in any manner to 
effect the right of corporate existence of the said 
Lessor, or such powers or franchises, the exercises of 
which may from time to time be necessary to protect 
the interests of its stockholders, according to the true 
intent and meaning of these presents. 

Excepting and Reserving out of this grant for the 
purpose of sale, or other disposition by the Lessor for 
its own benefit, all those two lots of ground situate in 
the city of Philadelphia; one of them at the northeast 
corner of Twelfth street and Susquehanna avenue, 
containing in front on Twelfth street eighty feet, and 
in depth westward along said Susquehanna avenue 
three hundred and six feet. And the other of them at 
the northeast corner of Eleventh and Cambria streets, 
containing in front on said Cambria street seventy-one 
feet seven and one-half inches, and extending in depth 
northward along said Eleventh street sixty-five feet to 
an alley. And no right or title over, in or to the said 
premises shall pass to, or be exercised by the said 
Lessee over the same in any manner by virtue of this 
lease, but the Lessor may sell and dispose of the same 
whenever they see proper, free and clear of any of the 
provisions hereof. Also Excepting and Reserving, 
unto the said Lessor seven one-horse cars, which are 
not to pass under the terms of this lease. 

To have axd to hold the said railroad or railway, 
with the appurtenances, property, real and personal, 
(excepting as aforesaid), and the corporate rights and 


360 Exli. B — Exit. Three, Citizens’ Pass. By. Co. 

franchises, as aforesaid, unto the said Lessee for and 
during the full term of nine hundred and -ninety-nine 
years, from and including the first day of April, Anno 
Domini, eighteen hundred and ninety-two, (1892), un¬ 
less the said term be ended and determined sooner as 
hereinafter provided. 

It Being Understood and Agreed, That as to the 
said estate and interest of the said Lessee under this 
lease, the determination and ending thereof are under 
and subject to the covenants and stipulations herein¬ 
after contained. 

In Consideration Whereof, The said Lessor and 
the said Lessee, each for itself and its successors and 
assigns do covenant to and with each other as follows: 

First .—That the said Lessee shall have the right 
to use all the cars, horses, and all other personal prop¬ 
erty of the said Lessor of every kind and description 
so long as this lease shall continue undetermined, and 
for this purpose the same shall be transferred and de¬ 
livered to the said Lessee, and the said Lessee shall 
have the exclusive right to run the cars upon the rail¬ 
road or railway authorized by the charter -of the said 
Lessor, and upon any other railroad or railway, or any 
portion thereof, upon which the said Lessor does, or 
might run cars by virtue of any lease, license, or con¬ 
tract with any other company, or by virtue of any of 
the provisions of its charter, or by virtue of any law 
of the State of Pennsylvania, or any ordinance of the 
City of Philadelphia, and to run cars of other lines 
operated by the Lessee upon the railway of the Lessor 
hereby leased. 

Second. —That the said Lessee shall and will, so 
long as this lease shall continue and remain undeter¬ 
mined, pay unto the said Lessor the following sum or 


Exit. B — Exit. Three , Citizens’ Pass. By. Co. 361 

sums of money in equal quarter-yearly portions, on the 
first day of the months of July, October, January and 
April, in each and every year during the said term of 
nine hundred and ninety-nine years, as follows, viz.: 

For the first year of said term to be computed 
from said first day of April, one thousand eight hun¬ 
dred and ninety-two, (1892), the annual rental or 
sum of one hundred and fifteen thousand dollars, 
($115,000). 

For the second year of said term, to be computed 
from the first day of April, one thousand eight hun¬ 
dred and ninety-three, (1893), the sum of one hundred 
and twenty thousand dollars, ($120,000). 

For the third and fourth years of said term the 
sum of one hundred and twenty-five thousand dollars, 
($125,000). 

For the fifth and sixth years of said term the sum 
of one hundred and thirty thousand dollars, ($130,000). 

And for each and every one of the years remain¬ 
ing of said term of nine hundred and ninety-nine years 
the sum of one hundred and forty thousand dollars, 
($140,000). 

The said payments to be free and clear of and 
from all taxes, charges and assessments whatsoever 
imposed, or hereafter to be imposed by lawful author¬ 
ity upon the said Lessor, its franchises, gross receipts, 
bonds, or other indebtedness, dividend or dividends, 
capital stock and property, and from all deduction 
whatsoever, and without any defalcation or abatement 
for or by reason of any payment made by the Lessee 
of the principal or interest of any bond or bonds issued 
by the Lessor in pursuance of the terms of this con¬ 
tract, or the issuing of the same. 

Third .—To enable the said Lessor to keep up and 
maintain its corporate organization, and to provide 
for the expense of the registration of its stock, the said 


362 Exh. B — Exh. Three, Citizens' Pass. By. Co. 

Lessee shall pay quarter-yearly to the said Lessor at 
each of the times mentioned for the payment of the 
said annual sum, and in addition thereto during the 
term of this lease, or so long as the same shall con¬ 
tinue and remain undetermined, the sum of five hun¬ 
dred dollars ($500), making the annual sum of two 
thousand dollars, ($2,000), the first quarter-yearly 
payment to be made on the first day of July, Anno 
Domini, one thousand eight hundred and ninety-two, 
(1892). 

Fourth .—That the said Lessee shall and will, in 
addition to the payments above provided for, so long 
as this lease shall continue and remain undetermined, 
pay, satisfy and discharge all taxes, water rents, license 
fees on cars, and all other charges, licenses, taxes, 
levies and assessments of every kind lawfully imposed, 
or to be imposed by any authority whatsoever upon the 
said Lessor, or upon its franchises, real and personal 
property, earnings and gross receipts, or upon its 
bonds, or other indebtedness, capital stock, or its divi¬ 
dends, or upon the business of said demised premises, 
or of the said Lessor in any way arising therefrom. 
Said Lessee shall also assume, pay, satisfy and dis¬ 
charge the principal and interest of any bond or bonds 
issued by the Lessor in pursuance of the terms of this 
lease. 

Fifth .—That the said Lessee shall not occupy or 
use the property hereby demised otherwise than as and 
for the business of a city passenger railway, nor shall 
the said Lessee assign this lease, nor the term hereby 
created, or any right hereunder, or under-let the said 
demised property, or any portion thereof, without the 
written consent thereto of the said Lessor, signified by 
resolution of its stockholders adopted at a meeting 
duly called for the purpose. 


Exh. B — Exh. Three, Citizens' Pass. By. Co. 363 

And it is Agreed, That any lawful levy or sale on 
execution or on attachment, or other legal process, of 
the franchises and property of the said Lessee, or of 
the rights of the said Lessee under this lease, or any 
assignment or sale thereof in bankruptcy or insolvency, 
shall be deemed and taken to be an assignment within 
the meaning of this lease, and if the said Lessee per¬ 
mit, allow, or cause any of the provisions of this article 
fifth to be broken, then this lease and the term thereof 
shall, at the option of the Lessor, cease and determine, 
and if a receiver or assignee shall be appointed of the 
franchises and property of the said Lessee, (other 
than in the manner provided in Article Eighth of this 
Lease), then such appointment shall and will, at the 
option of the Lessor, end and determine this lease, and 
the said Lessor may, at its option, immediately there¬ 
upon re-take possession of the hereby demised prop¬ 
erty, and the same shall not pass into the possession 
of such receiver or assignee. 

Sixth .—That the said Lessee shall, at all times, so 
Jong as this lease shall continue and remain undeter¬ 
mined, at its own expense maintain the streets along 
the lines of the hereby demised railway or railroad, or 
such portion of them as shall be required by law or 
ordinance, in such good condition as the said Lessor 
would have been required to keep them in if this lease 
had not been made, and shall indemnify the said Lessor 
against all claims, costs and damages for paving and 
repairing said streets, and for any improved pavement 
of- such streets now laid, or hereafter to be laid, which 
may be collected or collectible by municipal authority. 

And the said Lessee shall, at its own expense, keep 
all buildings and other property hereby demised prop¬ 
erly and sufficiently insured against fire in such com¬ 
pany or companies as may be satisfactory to the Lessor 
to an amount equal to the present fire insurance upon 


364 Exh. B — Exh. Three, Citizens’ Pass. By. Co. 

the same, the insurance money to be applied in case of 
loss to the re-building, repair, or renewal of the prop¬ 
erty destroyed or injured, and shall also operate the 
said railway and other property, keep and maintain 
the same in thorough repair, working order and con¬ 
dition, and fully supplied with horses, harness, rolling 
stock, equipments and appliances generally at least 
equal in value and efficiency to those now used and em¬ 
ployed in operating the same, supplying good, capable 
horses in place of those that die or wear out, and using 
good and suitable materials and workmanship for all 
renewals as they shall become from time to time neces¬ 
sary, so that the business of the hereby demised rail¬ 
way and other property shall be maintained, encour¬ 
aged and developed. 

Provided, However , That in case the said Lessee 
shall at any time wish to substitute a system of cable 
traction or other motive power upon the said railway 
instead of horse power, it shall have the right to do so. 
Provided, That all the buildings, structures, tracts, 
machinery, appliances, apparatus, materials and labor 
relating thereto, or entering into the construction 
thereof, shall be of first-class character suitable for 
their respective purposes, and that the system em¬ 
ployed shall be of some kind that shall have been tested 
upon some other city passenger railway, and shall have 
been demonstrated practically to be efficient and desir¬ 
able, and that the buildings, machinery, appliances and 
other property thus substituted for horse power shall 
always be at least equal in value to the value of the 
stables, horses, harness, horse furniture and stable 
equipments hereby demised, and that the said Lessor, 
and the property hereby demised, shall in no manner 
be liable for the cost or expenses thereof, except as 
hereinafter provided. In the event of such changes of 
motive power by the Lessee the excess of cost over and 


Exh. B — Exh. Three, Citizens’ Pass. By. Co. 365 

above the value of the cars, horses, harness, horse fur¬ 
niture and stable equipment shall be met by the issue 
of the bonds of the Lessor. Also in the event of the 
said Lessee being legally required by the municipal 
authorities to repave the streets along the line of said 
road with an approved pavement to an amount exceed¬ 
ing ten thousand dollars ($10,000) in any one year, and 
the Lessee having paid for the same, then the Lessors 
shall, on the demand of the Lessee, issue bonds for 
such excess. 

Provided, Hoivever, That in all such bonds there 
shall be a proviso that the bonds must be guaranteed, 
both principal and interest, by the Lessee, who hereby 
covenants with the Lessor that the Lessee will pay the 
holders of said bonds the principal and interest 
thereof, as the same matures, without calling upon the 
Lessor at any time for any part of the same. And that 
no issue of bonds, under any circumstances or for any 
purpose by the Lessor, shall exceed the amount the 
Lessor may be legally authorized to issue, and in no 
event to exceed the sum of two hundred and fifty thou¬ 
sand dollars, ($250,000). And any and every expense 
attending, or payable for, or to the preparation and 
issuing of the said bond or bonds shall be paid by the 
said Lessee. 

And the said Lessor, or its properly constituted 
agent or its president, or any member of its board of 
directors, shall have the right at all times to examine 
the condition of the property hereby demised, or any 
substitute for any part thereof, and if after any such 
examination it shall be found to be run down or out of 
repair, or shall be found not supplied with horses, roll¬ 
ing stock, equipments and appliances generally, at 
least equal in value and efficiency to those now em¬ 
ployed in operating the same, (unless it shall be found 
to be equipped as above set forth with other motor 


366 Exit. B — Exli. Three, Citizens’ Pass. By. Co. 

power), then, in such case, the said Lessee upon re¬ 
quest in writing from the said Lessor, shall, within 
thirty days after the receipt of such request, place the 
property in the condition of value, repair and efficiency, 
fully equipped in every respect as hereinbefore set 
forth. 

And the said Lessee shall and will at the end of 
the said term of nine hundred and ninety-nine years, 
or so soon as this lease may be determined and ended, 
otherwise surrender and deliver to the said Lessor the 
said demised property, real and personal, or such re¬ 
newals and substitutes therefor as shall have been 
made, or ought to have been made under the terms of 
this lease, in as good order and efficiency and of as 
much value as when received by it from the said 
Lessor. 

And in order that the value of the same may be 
fixed and determined the said personal property shall 
be duly scheduled and appraised on the first day of 
April, one thousand eight hundred and ninety-two, 
(1892), by two competent appraisers, of whom each of 
the parties hereto shall appoint one, and the two so 
chosen shall appoint a third appraiser, and a majority 
of the said appraisers shall fix the values to be placed 
on the various items or articles of personal property, 
and the said appraisers shall furnish a copy of such 
schedule and appraisement to the said Lessor, and an¬ 
other copy to the said Lessee. And if either the said 
Lessor or Lessee should require it, a similar appraise¬ 
ment and schedule shall in like manner be made on the 
first day of April in any or every year so long as this 
lease shall continue and remain undetermined. In case 
the Lessee shall fail to select a person for a period of 
ten (10) days, after a request in writing delivered to 
the Lessee, then the person appointed by the Lessor 
shall select a person for the Lessee, and those two shall 
proceed as herein provided in case of no default in the 
selection of the appraisers as aforesaid. 


Exit. B — Exin. Three, Citizens’ Pass. By. Co. 367 

Seventh .—That the said Lessee shall, at its own 
cost, defend all actions of every kind which may arise 
from, or on account of the operation or maintenance 
of the property hereby demised during the continuance 
of this lease, and shall pay all amounts that shall or 
may be recovered against the said Lessor in any such 
action, and shall indemnify and save harmless the said 
Lessor of and from all actions, causes of action, legal 
and equitable claims and demands that shall be made 
or brought against the said Lessor for any matters 
arising from the management of the said property 
hereby demised during the term of this lease, and that 
may arise against the said Lessee in the exercise of its 
power under this lease during the continuance thereof. 
It being expressly agreed and understood however that 
the Lessor shall pay and indemnify and save harmless 
the said Lessee of and from all actions, claims or de¬ 
mands of any kind whatsoever arising in any manner 
out of the use, operation and management of the prop¬ 
erty by the said Lessor prior to the date of this lease. 

Eighth .—It is expressly understood and agreed, 
that when a time for the payment of any money or rent, 
or for the performance of any of the covenants of this 
lease is fixed, that such time is of the essence of the 
contract and will not be relieved against, and that if 
any of the payments mentioned in Articles Second and 
Third of this Agreement shall not be paid by the said 
Lessee, at or before the time specified therein for pay¬ 
ment of the same, or in case any default or failure to 
perform shall take place, or be made by the said Les¬ 
see in any of the other covenants and stipulations con¬ 
tained in this lease for any period of thirty days after 
written notice of such default or failure shall have been 
delivered by the said Lessor to the said Lessee, 
then this lease, at the option of the said Lessor, shall 
cease and determine, and it shall be lawful for the said 


368 Exh. B — Exh. Three, Citizens’ Pass. By. Co. 

Lessor to enter into and upon the hereby demised prem¬ 
ises, or such as may be subsisting in their place and 
forming the subject of this lease, and take possession 
of the same with the appurtenances and with all addi¬ 
tions and improvements thereof, and upon such re¬ 
entry to remove all persons therefrom, and thence¬ 
forth to have, hold, possess and enjoy the same as if its 
former estate therein; and thereafter all the estate and 
interest of it, the said Lessee, in and to the same shall 
absolutely cease and determine as though these pres¬ 
ents had never been made. 

Provided, However , That such re-entry shall not 
in any manner affect any claim of the said Lessor for 
rent, or for damages resulting from the breach of any 
of the covenants herein contained. 

And in case of such default by the said Lessee, and 
such determination of this lease by the Lessor, if it 
shall be necessary for the better protection of the 
rights, interests and estate of the said Lessor in the 
hereby demised premises or property to commence pro¬ 
ceedings in ejectment, or other action in law or equity 
for the whole or any part of the hereby demised prem¬ 
ises or property, it shall be competent for any attorney 
of any court of record of this Commonwealth to ap¬ 
pear from time to time, as often as default may oc¬ 
cur, on behalf of the said Lessee, for which this shall 
be his sufficient warrant, and confess judgment in such 
ejectment or other proceedings, and thereupon a writ 
of habere facias possessionem, or other legal process 
may forthwith issue. 

And it is Further Agreed, That in the event of a 
confession of a judgment in ejectment as above pro¬ 
vided, the said Lessor in order to receive possession 
of the personal property hereby demised, and such 
other personal property as may have been substituted 


Exh. B — Exh. Three , Citizens' Pass. By. Co. 369 

for it under the provisions of this lease, may commence 
an action or actions of replevin against the said Lessee 
and any person or persons, corporation or corporations 
in possession thereof through the said Lessee, and in 
said action any attorney of any court of record of this 
Commonwealth may appear from time to time for the 
defendant and defendants therein and confess judgment 
against such defendant and defendants, for which this 
shall be a sufficient warrant, and the said Lessee hereby 
releases the said Lessor and its surety and sureties in 
said action from any and all actions, suits and claims, 
by reason of the issuing of such writ or writs, or the 
giving of a replevin bond. 

Neither of the actions or proceedings above men¬ 
tioned shall exclude the Lessor from any other action 
or proceedings which it may deem necessary for the 
preservation and enforcement of its rights under this 
lease; such action or actions to be cumulative and not 
exclusive. 

It being the intention of the parties hereto that 
immediate possession shall be had by the said Lessor 
on the termination of this lease, in case the said Lessee 
shall deny that it has broken any of its covenants 
and shall make defense to any proceedings which may 
be taken by the said Lessor to recover possession, then 
It is hereby agreed, That pending such litigation the 
court having jurisdiction of such proceedings, or any 
other court of competent jurisdiction on the motion of 
the said Lessor by a proper form of proceeding, shall 
be authorized to appoint a receiver pending said liti¬ 
gation, who shall at once take possession of the prop¬ 
erty, operate the railway, and after deducting operat¬ 
ing expenses apply the balance on account of the rent 
and other required payments provided for in this lease 
until such litigation be ended, when he shall at once 
turn over the property to the successful party in the 
litigation, and shall account as such receiver ; and the 


370 Exli. B — Exh. Three, Citizens’ Pass. By. Co. 

same provisions shall also apply to any, each and all 
subsequent violations of the provisions of this lease 
by the said Lessee. 

In Witness Whereof, Each of the said parties 
hereto have hereunto affixed its corporate seal, duly at¬ 
tested by the signature of its President and Secretary, 
the day and year first aforesaid. 

The Citizens ’ Passenger Railway Company 
of Philadelphia, 

By 

CHAS. E. ELLIS, 

President. 

Attest, 

John Q. Adams, 

[seal] Secretary , 

Signed, sealed and delivered 
in the prsence of 
Gr. H. Berkheiser, 

W. R. Benson. 


The Frankford and Southwark Philadelphia 
City Passenger Railroad Company, 

Bv 

JEREMIAH J. SULLIVAN, 

President. 


Attest, 

Thomas S. Harris, 
[seal] Secretary. 


Signed, sealed and delivered 
in the presence of 
Gr. H. Berkheiser, 

R. C. Brewster. 


Exh. B — Exh. Three, Citizens’ Pass. Ry. Co. 371 


State of Pennsylvania, 
CiTi r of Philadelphia, 


| 55 . 


On the twenty-third day of March, Anno Domini, 
one thousand eight hundred and ninety-two, (1892), be¬ 
fore me the subscriber, a Notary Public for the Com¬ 
monwealth of Pennsylvania, residing in the city of 
Philadelphia, personally appeared John Q. Adams, 
Secretary of The Citizens ’ Passenger Railway Com¬ 
pany of Philadelphia, who being duly sworn, says: 

That the seal affixed to the foregoing Indenture of 
Lease is the common seal of said Company; that the 
said Lease was duly sealed and delivered by, and as 
and for the act and deed of the said Company for the 
uses and purposes as therein mentioned; that the name 
of this deponent thereto subscribed as Secretary is of 
his own proper handwriting, and that he did see 
Charles E. Ellis, the President of said Company, sub¬ 
scribe his name thereto as President in attestation of 
the due execution and delivery of the said Indenture 
of Lease. 

JOHN Q. ADAMS. 


Sworn and subscribed before me, the day and year 
aforesaid. 

G. H. Berkheiser, 

[seal] Notary Public. 


State of Pennsylvania 
City of Philadelphia, 



On the twenty-third day of March, Anno Domini, 
one thousand eight hundred and ninety-two, (1892), 
before me the subscriber, a Notary Public for the Com¬ 
monwealth of Pennsylvania, residing in the city of 
Philadelphia, personally appeared Thomas S. Harris, 
Secretary of the Frankford and Southwark Philadel- 


372 Exh. B — Exit. Three, Citizens' Pass. By. Co. 

pliia City Passenger Railroad Company, who being 
duly sworn, says: 

That the seal affixed to the foregoing Indenture of 
Lease is the common seal of the said Company; that 
the said Lease was duly sealed and delivered by, and 
as and for the act and deed of the said Company for 
the uses and purposes therein mentioned; that the 
name of this deponent thereto subscribed as Secretary 
is of his own proper handwriting, and that he did see 
Jeremiah J. Sullivan, the President of said Company, 
subscribe his name thereto as President in attestation 
of the due execution and delivery of the said Indenture 
of Lease. 

THOMAS S. HARRIS. 

Sworn and subscribed before me, the day and year 
aforesaid. 


[seal] 


G. H. Berkheiser, 

Notary Public. 


Ex. B — Ex. Four, Citizens’ Pass. By. Co. (Assgt .) 373 

EXHIBIT FOUR. 

Citizens 9 Passenger Railway Company (Assignment). 

This Indenture, Made the seventeenth day of 
August, in the year of our Lord one thousand eight 
hundred and ninety-three (1893), between The Citi¬ 
zens’ Passenger Bailway Company of Philadelphia, 
party of the first part, the Electric Traction Com¬ 
pany of Philadelphia, party of the second part, and the 
Frank ford and Southwark Philadelphia City Passenger 
Railroad Company, party of the third part, Witnesseth: 

Whereas, By an Indenture made the twenty-third 
day of March, A. D. 1892, between The Citizens’ Pas¬ 
senger Railway Company of Philadelphia, (called the 
Lessor), and the Frankford and Southwark Philadel¬ 
phia City Passenger Railroad Company, (called the 
Lessee), the said Lessor for and in consideration of 
the covenants and agreements therein contained did let 
and demise to the said Lessee the entire railway of 
the Lessor, together with all the branches, extensions, 
sidings, turnouts, tracks, rights of way, lands, ma¬ 
chinery, fixtures, depots, stables, shops, stations, build¬ 
ings, structures, improvements, appurtenances, tene¬ 
ments, hereditaments; also all horses, cars and other 
rolling stock, tools, implements, machines, harness, 
equipment, stable furniture and other personal prop¬ 
erty generally belonging to the said Lessor, as the 
same are more particularly described and set forth in 
the said Indenture, together with the rights, powers, 
franchises and privileges, then or at any time there¬ 
after to be lawfully exercised or enjoyed in or about 
the use, management, maintenance, renewal, extension 
or improvement of the said railway and the appurte¬ 
nances as therein demised and described. Excepting 
and Reserving out of said grant, however, for the sole 
and exclusive benefit of the said Lessor, two certain 


374 Ex. B — Ex. Four, Citizens' Pass. By. Co. (Assgt.) 

lots or pieces of ground therein particularly described. 
The whole premises being thus demised and leased for 
the full term of nine hundred and ninety-nine years, 
from the first day of April, A. D. 1892. 

And Whereas, By the Fifth Paragraph of said 
Lease it was provided, inter alia, that the said Lessee 
should not assign said lease, nor the term thereby cre¬ 
ated, nor any right therein, nor under-let the said de¬ 
mised property or any part thereof, without the writ¬ 
ten assent thereto of the Lessor, signified by a resolu¬ 
tion of its stockholders adopted at a meeting duly 
called for the purpose. 

And Whereas, By Letters Patent issued by the 
Governor of the Commonwealth of Pennsylvania, bear¬ 
ing the Great Seal of the Commonwealth of Pennsyl¬ 
vania, and dated the eighth day of May, A. D. 1893, a 
corporation known as the Electric Traction Company 
of Philadelphia was formed and incorporated under 
the provisions of the Act of Assembly approved March 
22d, 1887, for all the purposes mentioned in said act. 

And Whereas, The said party of the second part 
is desirous to lease and operate the passenger railway 
and appurtenances owned by the said party of the first 
part, and leased by it to the party of the third part by 
the said Indenture of the twenty-third day of March, 
A. D. 1892, and to obtain an assignment of the said 
lease and the term thereby created. 

And Whereas, In consideration thereof the said 
party of the second part has agreed to assume all the 
obligations, rents, covenants and agreements of every 
kind whatsoever reserved and contained in the said In¬ 
denture of Lease, dated the twenty-third day of March, 
A. D. 1892, to be done, kept and performed on the part 
and behalf of the said Lessee therein mentioned, and 


Ex. B — Ex. Four, Citizens’ Pass. Ry. Co. (. Assgt.) 375 

lias also agreed upon the execution of this Indenture 
to give to the stockholders of the said party of the first 
part hereto the right and privilege to subscribe at par 
to five thousand (5,000) shares out of the first issue of 
fifty thousand (50,000) shares of the capital stock of 
the said Electric Traction Company of Philadelphia. 

And Whereas, At a meeting of the Stockholders of 
the said party of the first part, held after due call at 
the usual place of meeting in the city of Philadelphia, 
on the eleventh day of July, A. D. 1893, the said form 
of assignment of lease was ratified and approved, and 
thereupon after due consideration it was 

“Resolved, That the said Frankford and South¬ 
wark Philadelphia City Passenger Railroad Company, 
the Lessee mentioned in the said Indenture of Lease 
of the twenty-third day of March, A. D. 1892, be, and 
the same is authorized to assign said Lease and the 
term thereby created, and all rights thereunder, and 
to under-let and sub-let the said demised property and 
all and every part thereof to the said party of the sec¬ 
ond part. ’ ’ 

And it was Further Resolved, “That the President 
and Secretary of the Citizens ’ Passenger Railway Com¬ 
pany of Philadelphia be, and they are hereby author¬ 
ized to sign this assignment as ratifying and confirm¬ 
ing the same, to affix the corporate seal of the said cor¬ 
poration thereto, and to duly acknowledge, deliver and 
record the same.” 

And Whereas, At an adjourned special meeting of 
the Stockholders of the Electric Traction Company of 
Philadelphia, to wit: the said party of the second part, 
held at the office of the Company on the twenty-sixth 
day of July, A. D. 1893, the Stockholders of the said 
corporation, inter alia, approved and confirmed by their 


376 Ex. B — Ex. Four, Citizens’ Pass. By. Co. (Assgt.) 

vote the assignment of the said Indenture of Lease of 
the twenty-third day of March A. D. 1892, in the form 
hereof. 

And Whereas, The same was upon motion re¬ 
ferred to the Board of Directors of the said party of 
the second part, to wit: the Board of Directors of 
the Electric Traction Company of Philadelphia, for 
such other action as might be necessary to carry it 
into effect. 

And Whereas, At a meeting of the Board of Di¬ 
rectors of the said party of the third part previously 
held, to wit: on the seventeenth day of May, A. D. 
1893, the subject of the proposed assignment of the 
said Indenture of Lease of the twenty-third day of 
March, A. D. 1892, having been, inter alia, duly con¬ 
sidered, the same was submitted to a meeting of the 
Stockholders of the said party of the third part to be 
called for that purpose. 

And W t hereas, At a meeting of the Stockholders 
of the said party of the third part, to wit: The Frank- 
ford and Southwark Philadelphia City Passenger Rail¬ 
road Company, held on the twentieth day of July, A. D. 
1893, the said Stockholders, inter alia , approved by 
their vote of the assignment of the said Indenture of 
Lease of the twenty-third day of March, A. D. 1892, 
and the same was thereupon on motion referred to the 
Board of Directors of the said party of the third part 
for such further action as might be requisite in order 
to carry the same into effect. 

Now Therefore, Know all Men by these Pres¬ 
ents, That The Frankford and Southwark Philadel¬ 
phia City Passenger Railroad Company, being the said 
party of the third part hereto, for and in consideration 
of the premises and of the sum of one dollar to it in 


Ex. B — Ex. Four, Citizens’ Pass. Ry. Co. ( Assgt.) 377 

hand well and truly paid by the Electric Traction Com¬ 
pany of Philadelphia, being the said party of the sec¬ 
ond part hereto, at and before the ensealing and deliv¬ 
ery hereof, the receipt whereof is hereby acknowledged, 
has granted, assigned and set over, and by these pres¬ 
ents does grant, assign and set over unto the said the 
Electric Traction Company of Philadelphia, its suc¬ 
cessors and assigns, the said Indenture of Lease dated 
the twenty-third day of March, A. D. 1892, together 
with all the property, real, personal and mixed therein 
mentioned and contained, together with all the appur¬ 
tenances and the rights, powers, franchises and privi¬ 
leges therein, and also all the estate, right, .title, term 
of years yet to come, claim and demand whatsoever, of, 
in, to, or out of the same. 

To have and to hold the said property, real, per¬ 
sonal and mixed, together with the appurtenances, and 
also all the rights, powers, franchises and privileges 
unto the said Electric Traction Company of Philadel¬ 
phia, its successors and assigns, for the residue of the 
term mentioned in the said Indenture of Lease dated 
the twenty-third day of March, A. D. 1892, under the 
yearly rents and all the covenants and agreements 
therein reserved and contained on the part and behalf 
of The Frankford and Southwark Philadelphia City 
Passenger Railroad Company, to be done, kept and 
performed. 

And the said Electric Traction Company of Phila¬ 
delphia having read and considered, and having full 
knowledge of the contents of the said Indenture of 
Lease dated the twenty-third day of March, A. D. 1892, 
does hereby covenant, promise and agree to pay the 
yearly rents, and to faithfully do and perform all the 
covenants, agreements and conditions reserved and 
contained in the said lease on the part and behalf of 
the said Frankford and Southwark Philadelphia City 


378 Ex. B — Ex. Four, Citizens’ Pass. Ry. Co. ( Assgt .) 

Passenger Railroad Company, and submit itself to 
all the limitations, conditions and provisions of said 
lease not hereby altered, changed and supplied, which 
is recorded in the office for recording deeds in and for 
the county of Philadelphia, in Deed-book T. G. No. 160, 
page 156, etc. 

And the said The Citizens ’ Passenger Railway 
Company of Philadelphia, party of the first part hereto, 
does hereby ratify and confirm this assignment of the 
said Indenture of Lease dated the twenty-third day of 
March, A. D. 1892, under the terms, stipulations and 
conditions herein expressed, and for the said consid¬ 
eration above named does hereby covenant, promise 
and agree that the said party of the second part hereto, 
may at any time hereafter assign the said lease dated 
the twenty-third day of March, A. D. 1892, and hereby 
assigned, and the term thereby created, and all rights 
therein, and may sub-let, or under-let the said demised 
property or any part thereof, with or without the 
written assent thereto of the said The Citizens’ Pas¬ 
senger Railway Company, to any person or persons, 
corporation or corporations whatever. 

It Being Understood and Agreed, That nothing 
herein contained shall be construed as relieving or 
releasing The Frankford and Southwark Philadelphia 
City Passenger Railroad Company from any liability, 
duty or obligation assumed by, or imposed upon it by 
the terms and covenants of the said Agreement of 
Lease, dated the twenty-third day of March, A. D. 
1892, but that the liability, duty and obligation of said 
Frankford and Southwark Philadelphia City Passen¬ 
ger Railroad Company under said Agreement of Lease 
shall remain as if this instrument had not been made. 

In Witness Whereof, Each of the said parties 
hereto have hereunto affixed its corporate seal, duly at- 


Ex. B — Ex. Four, Citizens 9 'Pass. By. Co. ( Assgt .) 379 

tested by the signature of its President and Secretary, 
the day and year first above written. 

Citizens ’ Passenger Railway Company 
of Philadelphia, 

By 

CHAS. E. ELLIS, 

Attest, President. 

John Q. Adams, 

[seal] ' Secretary. 

Sealed and delivered in the 
presence of 

Charles E. Lex, 

Wm. Romig-Stackhouse. 

Electric Traction Company of 
Philadelphia, 

Bv 

ALF. SMITH, 

Attest, President. 

F. Weckerly, 

[seal] Secretary. 

Sealed and delivered in the 
presence of 

Charles E. Lex, 

Wm. Romig-Stackhouse. 

Frankford and Southwark Philadelphia 
City Passenger Railroad Company,. 
By 

JEREMIAH J. SULLIVAN, 
Attest, President. 

Thomas S. Harris, 

[seal] Secretary. 

Sealed and delivered in the 
presence of 

Charles E. Lex, 

Wm. Romig-Stackhouse. 


380 Ex. B — Ex. Four, Citizens’ Pass. Ry. Co. ( Assgt .) 

On the seventeenth day of August, Anno Domini, 
1893, before me the subscriber, a Notary Public for 
the Commonwealth of Pennsylvania, residing in the 
city of Philadelphia, personally appeared John Q. 
Adams, Secretary of The Citizens ’ Passenger Railway 
Company of Philadelphia, who being duly sworn ac¬ 
cording to law, says: 

That he was personally present at the execution of 
the within Indenture, and saw the common or corpo¬ 
rate seal of the said Company duly affixed thereto; that 
the seal so affixed is the common or corporate seal of 
the said Company; that the said Indenture was duly 
sealed and delivered by Charles E. Ellis, President 
of the said Company, as and for the act and deed of 
the said Company for the uses and purposes therein 
mentioned in pursuance of a Resolution of the Board 
of Directors of said Company duly adopted, and that 
the names of this deponent as Secretary, and of Charles 
E. Ellis as President of the said Company, subscribed 
to the within Indenture in attestation of its due execu¬ 
tion and delivery are in their and each of their respec¬ 
tive handwritings. 

JOHN Q. ADAMS. 

Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and Notarial seal. 

Charles E. Lex, 

[seal] Notary Public. 


On the seventeenth day of August, Anno Domini, 
1893, before me the subscriber, a Notary Public for 
the Commonwealth of Pennsylvania, residing in the 
city of Philadelphia, personally appeared Frank 
Weckerly, Secretary of the Electric Traction Com¬ 
pany of Philadelphia, who being duly sworn according 
to law, says: 


Ex. B — Ex. Four, Citizens’ Pass. By. Co. (Assgt .) 381 

That he was personally present at the execution 
of the within Indenture, and saw the common or cor¬ 
porate seal of the said Company duly affixed thereto; 
that the seal so affixed is the common or corporate seal 
of the said Company; that the said Indenture was duly 
sealed and delivered by Alfred Smith, President of 
the said Company, as and for the act and deed of the 
said Company for the uses and purposes herein men¬ 
tioned in pursuance of a Resolution of the Board of 
Directors of said Company duly adopted, and that the 
names of this deponent as Secretary, and of Alfred J. 
Smith, as President of the said Company, subscribed 
to the within Indenture in attestation of its due execu¬ 
tion and delivery are in their and each of their respec¬ 
tive handwritings. 

F. WECKERLY. 

Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and Notarial seal. 

Charles E. Lex, 

[seal] Notary Public. 


On the seventeenth day of August, Anno Domini, 
1893, before me the subscriber, a Notary Public for 
the Commonwealth of Pennsylvania, residing in the 
city of Philadelphia, personally appeared Thomas S. 
Harris, Secretary of The Frankford and Southwark 
Philadelphia City Passenger Railroad Company, who 
being duly sworn according to law, says: 

That he was personally present at the execution 
of the within Indenture and saw the common or corpo¬ 
rate seal of the said Company duly affixed thereto; 
that the seal so affixed is the common or corporate seal 
of the said Company; that the said Indenture was duly 
sealed and delivered by Jeremiah J. Sullivan, Presi¬ 
dent of the said Company, as and for the act and deed 


382 Ex. B — Ex. Four, Citizens’ Pass. By. Co. ( Assgt.) 

of the said Company for the uses and purposes therein 
mentioned in pursuance of a Resolution of the Board, 
of Directors of said Company duly adopted, and that 
the names of this deponent as Secretary, and of Jere¬ 
miah J. Sullivan as President of the said Company, 
subscribed to the within Indenture in attestation of its 
due execution and delivery are in their and each of 
their respective handwritings. 

THOMAS S. HARRIS. 

Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and Notarial seal. 

Charles E. Lex, 

[seal] Notary Public. 


Ex. B — Ex. Five, Frankford and Southwark 383 
Phila. City Pass. By. Co. 

EXHIBIT FIVE. 


Frankford and Southwark Philadelphia City Pas¬ 
senger Railway Company. 

This Indenture, Made this seventeenth day of 
August, in the year of our Lord one thousand eight 
hundred and ninety-three, (A. D. 1893), between The 
Frankford and Southwark Philadelphia City Passen¬ 
ger Railroad Company, a corporation duly organized 
under the laws of the Commonwealth of Pennsylvania, 
(hereinafter called the Lessor,) of the one part and 
the Electric Traction Company of Philadelphia, (here¬ 
inafter called the Lessee,) of the other part. 

Whereas, By Letters Patent issued by the Gov¬ 
ernor of the Commonwealth of Pennsylvania, the said 
Lessee, under and by virtue of the Act of Assembly 
of the Commonwealth of Pennsylvania, being a cor¬ 
poration formed and incorporated under the provisions 
of said act for all the purposes mentioned therein, hav¬ 
ing the right and authority to operate the railway of 
any passenger railway company which may be leased to 
it, has applied to the said Lessor for a lease of the 
railway franchises and property of the said Lessor, 
to which lease the said Lessor has agreed upon the 
terms and conditions hereinafter mentioned. 

And Whereas, Accordingly on the seventeenth 
day of May, A. D. 1893, a sub-committee appointed by 
the President and Board of Directors of the said Les¬ 
sor made a report of a conference which they had with 
a similar committee appointed on behalf of the said 
Lessee to agree upon the terms and conditions of this 
Lease, which report was in the following words: 


384 Ex. B — Ex. Five, Frankford and Southwark 
Phila. City Pass. By. Co. 

Philadelphia, May 17tli, 1893. 

To the President and Board of Directors of the Frank¬ 
ford and Southwark Philadelphia City Passenger 

Railroad Company. 

Gentlemen : — Your committee appointed to confer 
on a basis of a report made to this Board of Directors 
April 27th, 1893, with a similar committee of the Elec¬ 
tric Traction Company of Philadelphia, and if prac¬ 
ticable agree upon terms and conditions upon which a 
lease of your valuable property and franchises, to¬ 
gether with your leased lines, viz.: The Citizens’ Pas¬ 
senger Railway Company, and The Second and Third 
Streets Passenger Railway Company, could be made 
to the Electric Traction Company of Philadelphia for 
a period of 999 years, commencing July 1, 1893, have 
the honor to submit the following report: 

After a protracted discussion with the above re¬ 
ferred to committee of the Electric Traction Company 
of Philadelphia, it was finally agreed upon by the re¬ 
spective committees of each company to recommend 
the following terms, viz.: 

First. —The property and franchises of The Frank¬ 
ford and Southwark Philadelphia City Passenger Rail¬ 
road Company and its leased lines, viz.: The Citizens’ 
Passenger Railway Company, and the Second and 
Third Streets Passenger Railway Company, to be 
leased for a period of 999 years, commencing July 1st, 
1893, excluding and reserving to your Company the 
following real and personal property now owned by 
it, to wit: 

1. A lot of ground on the southeast side of Ken¬ 
sington avenue and Green streets. 

2. A lot of ground at the corner of Fifth street 
and Rising Sun Lane. 


Ex. B — Ex. Five, Frankford and Southwark 385 
Phila. City Pass. Ry. Co. 


3. A lot of ground at Harrowgate. 

4. A lot of ground with the dwelling house at Fifth 
and Winton streets. 

Also the following stocks, viz.: 

10,100 shares of The Lehigh Avenue Railway Co. stock. 


10,001 
188 


320 


202 


The Omnibus Generate Co. stock. 

The Frankford and South. P. C. P. 
R. R. Co. stock which are now in the 
treasury of said corporation. 

The Fairmount Citizens’ P. R. Co. 
stock. 

The Northern Electric Light Co. stock. 


The Lessor Company agrees to assume and pay 
all its liabilities for supplies, taxes due and accrued, 
damages for accidents, insurance, etc., up to July 1, 
1893, and the Lessee Company agrees to assume and 
pay to the Lessor Company the cost value of all sup¬ 
plies on hand July 1, 1893, and to reimburse the Les¬ 
sor Company for all sums expended for, or advanced 
to the Electric Traction Company of Philadelphia for 
its business and construction up to the time of its ac¬ 
quiring possession of your property under the pro¬ 
posed lease. 

Second .—The Lessee Company agrees to pay in 
quarterly payments to the Lessor Company, in addi¬ 
tion to the rentals to be paid under present leases to 
The Citizens’ Passenger Railway Company, and The 
Second and Third Streets Passenger Railway Com¬ 
pany, the following sums, viz.: 

July 1, 1893, to July 1, 1894-, $12.00 per share on 37,500 shares. 


1894, “ 

“ 1895, $12.50 

:< « 

“ 

1895, “ 

“ 1896, $13.00 

“ « 

“ 

1896, “ 

“ 1897, $13.50 

“ tt 


1897, “ 

“ 1898, $14.00 

“ 

“ 

1898, “ 

“ 1899, $14.50 

“ tt 

“ 

1899, “ 

“ 1900, $15.00 

it tt 


1900, “ 

“ 1901, $16.00 

\t tt 

“ 

1901, “ 

“ 1902, $17.00 

•t “ 

“ 

1902, “ 

“ 1903, $18.00 

f “ 

“ 




386 Ex. B — Ex. Five, Frankford and Southwark 
Phila. City Pass. By. Co. 

and $18.00 per share per annum for the remainder of 
nine hundred and ninety-nine years; also $2,500 per 
annum for organization purposes, to be paid in quar¬ 
terly payments. The first quarterly payment to be due 
and payable on September 30th, 1893. 

Third .—The Lessee Company to be entitled to 
subscribe at par for 18,750 shares of the capital stock 
of the Electric Traction Company of Philadelphia out 
of the first issue of $2,500,000 or 50,000 shares, and to 
receive in exchange for its 10,100 shares of The Lehigh 
Avenue Railway Company stock, and 10,001 shares of 
The Omnibus Generate Company stock, 15,648 shares 
of the capital stock of the Electric Traction Company 
of Philadelphia, full paid, out of the first issue of 
50,000 shares. Whereupon the said 10,100 shares of 
the Lehigh Avenue Passenger Railway Company, and 
the 10,001 shares of the Omnibus Generale Company 
are to be transferred to the said Electric Traction 
Company, which said 15,648 shares of full paid Elec¬ 
tric Traction Company stock are to be held by the Les¬ 
sor Company in its treasury until the above 18,750 
shares of subscribed stock are fully paid up, when the 
said 15,648 shares shall be distributed pro rata to the 
stockholders of The Frankford and Southwark Phil¬ 
adelphia City Passenger Railroad Company at that 
date. 

The leased lines, viz.: The Citizens’ Passenger 
Railway Company, and The Second and Third Streets 
Passenger Railway Company, upon an absolute as¬ 
signment of their respective leases to the Electric 
Traction Company of Philadelphia, to be entitled to 
subscribe at par out of the first issue of 50,000 
shares to one share of Electric Traction Company stock 
for each two shares of their respective companies, 
viz.: The Citizens’ Passenger Railway Company to 
5,000 shares, and The Second and Third Streets Pas- 


Ex. B — Ex. Five, Frankford and Southwark 387 
Phila. City Pass. By. Co. 

senger Railway Company to 10,602 shares of the Elec¬ 
tric Traction Company of Philadelphia. This will pro¬ 
vide for the first issue of 50,000 shares of the Electric 
Traction Company stock as follows: 

SHARES. 


To The Frankford and Southwark P. C. P. R. 

R. Co. subscription at par,. 18,750 

To The Citizens’ P. R. Co. subscription at par, 5,000 
To The Second & Third Sts. P. R. Co. subscrip¬ 
tion at par, . 10,602 


34,352 

To The F. & S. P. C. P. R. R. Co. in exchange, 

full paid, . 15,648 


Total first issue, . 50,000 


All of which is most respectfully submitted to you 
for such further consideration and action as may be 
deemed necessary. 

(S) 

Alfred Smith, 

John Noblit, 

Charles Lincoln, 
Edgar Fries, 

Committee. 

And Whereas, At a meeting of the Board of Di¬ 
rectors of the said Lessor, the said sub-committee sub¬ 
mitted the said report, which after due consideration 
was adopted, to wit: on the seventeenth day of May, 
A. D. 1893. 

And Whereas, At a meeting of the Board of Di¬ 
rectors of the said Lessor, held on the sixth day of 
June, Anno Domini, one thousand eight hundred and 
ninety-three, (1893), the present form of Lease was 
submitted, and thereupon it was 








388 Ex. B — Ex. Five, Frankford and Southwark 
Phila. City Pass. By . Co. 

“Resolved, That the draft or form of Lease, and 
the stipulations and covenants therein contained, be 
adopted and approved, and that the same be submitted 
to a meeting of the Stockholders of this Company 
called for the purpose of considering its ratification 
and approval.’’ 

Axd Whereas, At a meeting of the Stockholders 
of the said Lessor, thus duly called and held at the 
office of the Company in the city of Philadelphia, on 
the twentieth day of July, Anno Domini, one thousand 
eight hundred and ninety-three, (18,93), at twelve 
o’clock M., the said form of Lease was submitted, and 
thereupon the same being submitted to the said stock¬ 
holders and a vote being taken thereon the judges 
of the said election thereupon reported that the per¬ 
sons or bodies corporate holding the larger amount 
of the capital stock of the said Lessor had consented 
to the said lease, and the same was thereupon duly 
ratified and approved and referred to the Board of 
Directors for their further action. 

Axd Whereas, At a meeting of the Board of Di¬ 
rectors of the said Lessor, held on the twenty-sixth 
day of July, A. D. 1893, the following Preamble and 
Resolution were duly adopted, viz.: 

Whereas, At an adjourned special meeting of the 
Stockholders of The Frankford and Southwark Phila¬ 
delphia City Passenger Railroad Company, held on 
the twentieth day of July, A. D. 1893, the stockholders 
approved by their vote of the lease of The Frankford 
and Southwark Philadelphia City Passenger Railroad 
Company and its leased lines, The Citizens’ and the 
Second and Third Streets Passenger Railway Com¬ 
panies, to the Electric Traction Company of Phila¬ 
delphia. 


Ex. B — Ex. Five, Frankford and Southwark 389 
Phila. City Pass. By. Co. 

And Whereas, The same was on motion referred 
to the Board of Directors of The Frankford and South¬ 
wark Philadelphia City Passenger Railroad Compafiy 
for such further action as may be requisite in order 
to carry the said lease into effect. 

“Resolved, That the said Lease and covenants and 
stipulations therein contained be approved and rati¬ 
fied, and that the President and Secretary of this Com¬ 
pany be, and they are hereby authorized to sign the 
said Lease, to affix the corporate seal of this Company 
thereto, and duly acknowledge, deliver and record the 
same.” 

• And Whereas, At a meeting of the Board of Di¬ 
rectors of the said Lessee, held on the twelfth day of 
June, Anno Domini, one thousand eight hundred and 
ninety-three (1893), the present form of Lease was 
submitted and thereupon it was 

“Resolved, That the draft or form of Lease, and 
the stipulations and covenants' therein contained, be 
adopted and approved, and the same be submitted to 
a meeting of the Stockholders of this Company called 
for the purpose of considering its ratification and 
approval. * ’ 

And Whereas, At a meeting of the Stockholders 
of the said Lessee, duly called and held at the office 
of the Company in the city of Philadelphia, on the 
twenty-sixth day of July, Anno Domini, one thousand 
eight hundred and ninety-three, (1893), at twelve 
o’clock M., the said form of Lease was submitted, 
spread upon the minutes, and by a vote of the stock¬ 
holders thereupon duly held was unanimously ratified 
and approved, and was referred to the Board of Di¬ 
rectors of the said Lessee for the purpose of carrying 
the same into effect. 


390 Ex. B — Ex. Five, Frankford and Southwark 
Phila. City Pass. By. Co. 

And Whereas, At a meeting of the said Board 
of Directors subsequently held, to wit: on the said 
twfcnty-sixth day of July, A. D. 1893, the following 
Preamble and Resolutions were unanimously adopted, 
viz.: 


Whereas, At an adjourned special meeting of the 
Stockholders of the Electric Traction Company of 
Philadelphia, held at the office of the Company, this 
twenty-sixth day of July, 1893, the stockholders ap¬ 
proved and confirmed by their vote the lease of The 
Frankford and Southwark Philadelphia City Pas¬ 
senger Railroad Company and its leased lines, The 
Citizens’ and the Second and Third Streets Passenger 
Railway Company, to the Electric Traction Company 
of Philadelphia. 

And Whereas, The same was on motion referred 
to the Board of Directors of the Electric Traction 
Company of Philadelphia for such further action as 
might be necessary to carry the said lease into effect. 
Therefore be it 

“Resolved , That the said Lease, and covenants 
and stipulations therein contained, be approved and 
ratified, and that the President and Secretary of this 
Company be, and they are hereby authorized to sign 
the said Lease, to affix the corporate seal of this Com¬ 
pany thereto, and to duly acknowledge, deliver and 
record the same.” 

Notv this Indenture Witnesseth, That the said 
Lessor for and in consideration of the premises, the 
rent reserved, and the covenants and agreements on 
the part and behalf of the said Lessee to be by it kept, 
paid and performed, as hereinafter mentioned, has 
granted, demised and leased, and by these presents 
does grant, demise and lease unto the said Lessee, all 


Ex. B — Ex. Five, Frankford and Southwark 391 
Phila. City Pass. By. Co. 

and singular the railroad or railroads, and railway or 
railways, now owned and operated by the said Lessor, 
and all railroads at any time hereafter located, con¬ 
structed, extended or controlled by the said Lessor, 
together with all and every the sidings, appurtenances, 
railways, rights of way, depots and stations, bridges, 
grounds, lands, tenements, stables, shops, and other 
buildings or structures of every kind and description, 
and all horses, live stock, harness, equipments and 
stable furniture, dununy engines, cars, sleighs, sweep¬ 
ers, wagons and other vehicles, and all other property, 
real and personal, (excepting as hereinafter excepted), 
of whatsoever kind and wheresoever situate, belonging 
to the said Lessor, and all the branches, rights and 
privileges of the said Lessor connected with or ap¬ 
purtenant to the said demised railroad or railway, or 
any part thereof, or to the construction, maintenance, 
use, re-location or operation of the same. 

And Provided Always, Nevertheless, And it is 
hereby expressly understood and agreed, that nothing 
herein contained shall be deemed or taken in any man¬ 
ner to affect the right of corporate existence of said 
Lessor, or such powers or franchises, the exercise of 
which may from time to time be necessary to protect 
the interest of its stockholders according to the true 
intent and meaning of these presents. 

Excepting and Reserving out of this grant, for 
the purpose of sale or other disposition by the Lessor 
for its own benefit, all those four lots of ground situ-* 
ate as follows: 

One of them situate at the junction of Kensington 
avenue, Green street and Frankford avenue; being on 
the northwesterly side of Frankford avenue beginning 
at the southwesterly corner of Green street and Frank¬ 
ford avenue, and running along the said Green street 
north-westerly to a point, and thence along Ken sine*- 


392 Ex. B — Ex. Five, Frankford and Bouthwark 
Phila. City Pass. By. Co. 

ton avenue south-westerly terminating at a point at 
the intersection of the said Kensington avenue and 
Adams street, and more particularly bounded and de¬ 
scribed in the four following mentioned deeds: 

A deed dated the sixteenth day of February, A. 
D. 1858, between Alfred Fassitt, trustee, as therein 
mentioned, of the first part, Emma McCauley, of the 
second part, and The Philadelphia and Delaware River 
Railroad Company of the third part, recorded in Deed 
Book A. D. B. No. 2, page 489, etc. 

A deed dated the first day of November, A. D. 
1858, between William Henry Trotter and Maria Lou¬ 
isa, his wife, and Samuel Brooke and Elizabeth, his 
wife, of the one part, and The Frankford and South¬ 
wark Philadelphia City Passenger Railroad Company 
of the other part, recorded in Deed Book A. D. B. 
No. 39, page 318, etc. 

A deed dated the eighteenth day of November, 
A. D. 1861, between William P. Cooper and Elizabeth, 
his wife, of the one part, and The Frankford and 
Southwark Philadelphia City Passenger Railroad 
Company of the other part, recorded in Deed Book 
A. C. H. No. 31, page 302, etc. 

And deed dated the twenty-fifth day of February, 
A. D. 1868, between Alfred Fassitt, 'trustee under the 
last will and testament of John Baptiste Dumoulet of 
the one part, and Emma McCauley of the second part, 
and The Frankford and Southwark Philadelphia City 
Passenger Railroad Company of the third part, re¬ 
corded in Deed Book J. T. 0. No. 119, page 43, etc. 

Another one of them at the corner of Fifth street 
and Rising Sun Lane, more particularly bounded and 
described as follows: 

All that certain lot or piece of ground situate on 
the northeast side of Nicetown Lane and the north¬ 
west side of Rising Sun Lane, in the Twenty-fifth ward 
of the city of Philadelphia aforesaid, described accord- 


Ex. B — Ex. Five, Frankford and Southwark 393 
Phila. City Pass. By. Co. 

ing to a recent survey made thereof by Isaac E. Shal- 
cross, Esquire, as follows, to wit, beginning at a cor¬ 
ner in the middle of Rising Sun Lane at its intersec¬ 
tion with the middle of said Nicetown Lane, thence 
extending along the middle of said Rising Sun Lane 
North forty-three degrees, sixteen minutes East thir¬ 
teen perches and eight-tenths of a perch to a point in 
the middle of Fifth street at its intersection with the 
middle of said Rising Sun Lane, thence extending along 
the middle of said Fifth street, North eleven degrees 
twenty-one minutes East thirty-two hundredths of a 
perch to a corner, thence crossing said Fifth street and 
extending along ground now or formerly belonging to 
the trust estate of Mary Norris Logan, North seventy- 
eight degrees thirty-nine minutes West twenty-five 
perches and two-tenths of a perch to a corner in the 
middle of Nicetown Lane, and thence along the middle 
of said Nicetown Lane South forty-five degrees 
twenty-one minutes East twenty perches and seven- 
tenths of a perch to the place of beginning, contain¬ 
ing by computation one acre of ground. 

Another one of them at Harrowgate, more par¬ 
ticularly bounded and described as follows: 

All that certain lot or piece of ground marked 
number thirty-five on the plan of lots of the said Har¬ 
rowgate and Plank Road Land Company, situate on 
the south side of Kensington avenue, commencing at 
the distance of three hundred and twenty feet north¬ 
eastward from the northeast side of Venango street, 
in the Twenty-fifth ward of the city of Philadelphia, 
containing in front or breadth on said Kensington 
avenue twenty feet and extending of that width in 
length or depth south-eastward between lines at right 
angles with the said Kensington avenue one hundred 
and twenty-five feet to a certain proposed new street 
to be laid out fifty feet wide. 

And the other one with the dwelling house thereon 


394 Ex. B — Ex. Five, Frankford and Southwark 
PJiila. City Pass. By. Co. 

erected situate at Fifth and Winton streets, and more 
particularly bounded and described as follows: 

All that certain lot or piece of ground situate in 
the First ward of the city of Philadelphia aforesaid, 
described according to a plan and measurement 
thereof made by Charles S. Close, Surveyor and Regu¬ 
lator of the Second District, Philadelphia, on the 
eighteenth day of February, Anno Domini, one thou¬ 
sand eight hundred and seventy-five, to wit: 

Beginning at the northwest corner of Moyamen- 
sing avenue (formerly Moyamensing Road), and Fifth 
street, thence extending northward along the west side 
of said Fifth street ninety feet three inches to the south 
side of Winton street, thence by the same westward 
three hundred and sixteen feet two and three-fourths 
inches to ground of the South Philadelphia Real Es¬ 
tate Association, thence by the same south-eastward 
one hundred and forty-one feet and one-fourth of an 
inch to the north side of Jackson street, thence by the 
same eastward one hundred and eighty-two feet four 
and three-fourths inches to the northwest side of said 
Moyamensing avenue, thence by the same north¬ 
easterly forty-nine feet seven and three-eighths 
inches to the said Fifth street and place of beginning. 

Also Excepting and Reserving out of this grant, 
(but subject to the conditions hereinafter expressed): 

Ten thousand one hundred shares of the capital 
stock of The Lehigh Avenue Railroad Company. 

Ten thousand and one shares of the capital stock 
of The Omnibus Generate Company. 

One hundred and eighty-eight shares of the capi¬ 
tal stock of the said Lessor, and which are now in the 
treasury of said corporation. 

Three hundred and twenty shares of the capi¬ 
tal stock of The Citizens’ Fairmount Park Street Pas¬ 
senger Railway Company, and 


Ex. B — Ex. Five, Frankford and Southwark 395 
Phila. City Pass. By. Co. 

Two hundred and two shares of the capital stock 
of the Northern Electric Light Company. And no 
right ox title in or to the said real estate shall pass 
to or be exercised by the said Lessee over the same in 
any manner by virtue of this lease, but the Lessor may 
sell and dispose of the same whenever it sees proper, 
free and clear of any of the provisions hereof. 

To have and to hold, That said railroad or rail¬ 
way, with the appurtenances, property, real and per¬ 
sonal, (except as aforesaid), and the corporate rights 
and franchises as aforesaid unto the said Lessee for 
and during the full term of nine hundred and ninety- 
nine years, from and including the first day of July, 
Anno Domini, one thousand eight hundred and ninety- 
three, (1893), unless the said term be ended and de¬ 
termined sooner as hereinafter provided. 

It Being Understood and Agreed, That as to the 
said estate and interest of the said Lessee under this 
lease, the determination and ending thereof are under 
and subject to the covenants and stipulations herein¬ 
after contained. 

In Consideration Whereof, The said Lessor and 
the said Lessee, each for itself and its successors and 
assigns, do covenant to and with each other as follows: 

First. —That the said Lessee shall have the right 
to use all the cars, horses, and all other personal prop¬ 
erty of the said Lessor of every kind and description, 
so long as this lease shall continue undetermined, and 
for this purpose the same shall be transferred and de¬ 
livered to the said Lessee, and the said Lessee shall 
have the exclusive right to run the cars upon the rail¬ 
road or railway authorized by the charter of the said 
Lessor, and upon any other railroad or railway or any 
portion thereof upon which the said Lessor does or 


396 Ex. B — Ex. Five, Frankford and Southwark 
Phila. City Pass. By. Co. 

might run cars by virtue of any lease, license or con¬ 
tract with any other company, or by virtue of any of 
the provisions of its charter, or by virtue of any law 
of the State of Pennsylvania, or any ordinance of the 
City of Philadelphia, and to run cars of other lines 
operated by the Lessee upon the railway of the Lessor 
hereby leased. 

Second .—That the said Lessee shall and will, so 
long as this lease shall continue and remain undeter¬ 
mined, pay unto the said Lessor the following sum or 
sums of money in equal quarter-yearly portions on the 
first day of the months of July, October, January and 
April in each and every year during the said term of 
nine hundred and ninety-nine years, as follows, viz.: 

For the first year of said term, to be computed 
from said first day of July, one thousand eight hun¬ 
dred and ninety-three, (1893), the annual rent or sum 
of twelve dollars per share on thirty-seven thousand 
five hundred shares of the capital stock of the said 
Lessor. 

For the second year of said term, to be computed 
from the first day of July, one thousand eight hundred 
and ninety-four, (1894), the annual rent or sum of 
twelve dollars and fifty cents per share on thirty-seven 
thousand five hundred shares of the capital stock of 
the said Lessor. 

For the third year of said term, to be computed 
from the first day of July, one thousand eight hundred 
and ninety-five, (1895), the annual rental or sum of 
thirteen dollars per share on thirty-seven thousand five 
hundred shares of the capital stock of the said Lessor. 

For the fourth year of said term, to be computed 
from the first day of July, one thousand eight hun¬ 
dred and ninety-six, (1896), the annual rental or sum 
of thirteen dollars and fifty cents per share on thirty- 
seven thousand five hundred shares of the capital 
stock of the said Lessor. 


Ex. B Ex. Five, Frankford and Southwark 397 
Phila. City Pass. By. Co. 

,, ^ ° r ^ le J ear of said term, to be computed 

trom the first day of July, one thousand eight hundred 
and ninety-seven, (18,97), the annual rental or sum of 
ourteen dollars per share on thirty-seven thousand 
five hundred shares of the capital stock of the said 
Lessor. 

For the sixth year of said term, to be computed 
from the first day of July, one thousand eight hundred 
and ninety-eight, (1898), the annual rental or sum of 
fourteen dollars and fifty cents per share on thirty- 
se’s en thousand five hundred shares of the capital 
stock of the said Lessor. 

For the seventh year of said term, to be com¬ 
puted from the first day of July, one thousand eight 
hundred and ninety-nine, (1899), the annual rental or 
sum of fifteen dollars per share on thirty-seven thou¬ 
sand five hundred shares of the capital stock of the 
said Lessor. 

For the eighth year of said term, to be computed 
from the first day of July, nineteen hundred, (1900), 
the annual rental or sum of sixteen dollars per share 
on thirty-seven thousand five hundred shares of the 
capital stock of the said Lessor. 

For the ninth year of said term, to be computed 
from the first day of July, one thousand nine hundred 
and one, (1901), the annual rental or sum of eighteen 
dollars per share on thirty-seven thousand five hun¬ 
dred shares of the capital stock of the said Lessor. 

For the tenth year of said term, to be computed 
from the first day of July, one thousand nine hundred 
and two, (1902), the annual rental or sum of eighteen 
dollars per share on thirty-seven thousand five hun¬ 
dred shares of the capital stock of the said Lessor. 

And for each and every one of the years remain¬ 
ing of said term of nine hundred and ninety-nine years 
eighteen dollars per share on the thirty-seven thou¬ 
sand five hundred shares of the capital stock of said 


398 Ex. B — Ex. Five, Frankford and Southwark 
Phila. City Pass. Ry. Co. 

Lessor. The said payments to be free and clear of 
and from all taxes, charges and assessments whatso¬ 
ever imposed or hereafter to be imposed by any law¬ 
ful authority upon the said Lessor, its franchises, 
gross receipts, bonds or other indebtedness, dividend 
or dividends, capital stock and property, and from all 
deduction whatsoever, and without any defalcation or 
abatement whatsoever. 

And the said Lessor hereby covenants and agrees 
to assume and pay all its liabilities for supplies, for 
taxes due and accrued, for damages for accidents and 
for insurance, etc., up to the first day of July, A. D. 
1893. And the said Lessee on its part covenants and 
agrees to assume and pay to the said Lessor the cost 
value of all supplies of every kind whatsoever that 
may be on hand on the first day of July, A. D. 1893, 
and reimburse the said Lessor for all sums expended 
for or advanced to the said Lessee for or on account 
of its business, or for or on account of its construc¬ 
tion up to the time of its acquiring possession of the 
hereby demised property under this lease. 

And in case the said parties hereto shall fail to 
agree upon the amount of the payments hereby pro¬ 
vided for, then and in such case the same shall be de¬ 
termined by two arbitrators and a referee, to be chosen 
in the usual way, whose decision or the decision of a 
majority of whom shall be binding and conclusive upon 
each of the parties hereto. 

And the said parties hereto do further covenant 
and agree that the said Lessor shall be entitled to sub¬ 
scribe at par for eighteen thousand seven hundred and 
fifty (18,750) shares of the capital stock of the said 
Lessee out of the first issue of fifty thousand (50,000) 
shares, and that the said Lessor shall receive in ex¬ 
change for its ten thousand one hundred (10,100) 
shares of the capital stock of The Lehigh Avenue Pas¬ 
senger Railroad Company, and its ten thousand aud 


Ex. B—Ex. Five, Frankford and Southwark 399 
Phila. City Pass. Ry. Co. 

one (10,001) shares of the capital stock of The Omni¬ 
bus Generale Company fifteen thousand six hundred 
and forty-eight (15,648) shares of the capital stock of 
the said Lessee, fully paid, out of the said first issue 
of fifty thousand (50,000) shares, whereupon the said 
Lessor shall transfer the said ten thousand one hun¬ 
dred shares of the capital stock of The Lehigh Avenue 
Passenger Railway Company, and the ten thousand 
and, one (10,001) shares of the capital stock of The 
Omnibus Generale Company to the said Lessee. Which 
said fifteen thousand six hundred and forty-eight 
(15,648) fully paid shares of the capital stock of the 
said Lessee are to be held by the said Lessor in its 
treasury until the above mentioned eighteen thousand 
seven hundred and fifty (18,750) shares of the capital 
stock of the said Lessee to be subscribed for by the 
said Lessor as aforesaid are fully paid up, when and 
thereupon the said fifteen thousand six hundred and 
forty-eight (15,648) fully paid shares of the capital 
stock of the said Lessee shall be distributed pro rata 
to and among the stockholders of the said Lessor 
whose names stand upon the books of the said Lessor 
at that date. 

Third .—To enable the said Lessor to keep up and 
maintain its corporate organization, and to provide for 
the expense of the registration of its stock, the said 
Lessee shall pay quarterly to the said Lessor on the 
thirtieth day of September, the thirty-first day of De¬ 
cember, the thirty-first day of March, and the thirtieth 
day of June, during the term of this lease, or so long 
as the same shall continue and remain undetermined, 
the yearly sum of twenty-five hundred dollars; the first 
quarterly payment thereof, to wit: the sum of six hun¬ 
dred and twenty-five dollars to be made on the thirtieth 
day of September, Anno Domini, one thousand eight 
hundred and ninety-three (1893). 


402 Ex. B — Ex. Five, Frankford and Southwark 
Phila. City Pass. By. Co. 

Provided , However , That in case the said Lessee 
shall at any time wish to substitute a system of motors, 
cable traction, or any other motive power, and the 
necessary apparata for supplying the same upon the 
said railway, instead of horse or steam power, it shall 
have the right to do so. Provided , That all the build¬ 
ings, structures, tracts, machinery, appliances, appa¬ 
ratus, materials and labor relating thereto, or enter¬ 
ing into the construction thereof, shall be of first-class 
character suitable for their respective purposes, and 
that the system employed shall be of some kind that 
shall have been tested upon some other city passenger 
railway, and shall have been demonstrated practically 
to be efficient and desirable, and that the buildings, ma¬ 
chinery, appliances and other property thus substi¬ 
tuted for horse or steam power shall always be at least 
equal in value of the value of the stables, horses, har¬ 
ness, dummy engines, horse furniture and stable equip¬ 
ments hereby demised, and that the said Lessor and 
the property hereby demised shall in no manner be 
liable for the cost or expense thereof, except as here¬ 
inafter provided. 

And the said Lessor or its properly constituted 
agent, or its president, or any member of its board of 
directors, shall have the right at all times to examine 
the condition of the property hereby demised, or any 
substitute for any part thereof, and if after such ex¬ 
amination it shall be found to be run down, or out of 
repair, or shall be found not supplied with horses, 
rolling stock, equipments and appliances generally, at 
least equal in value and efficiency to those now em¬ 
ployed in operating the same, (unless it shall be found 
to be equipped as above set forth with other motive 
power), then, in such case, the said Lessee upon re¬ 
quest in writing from the said Lessor, shall, within 
thirty days after the receipt of such request place the 
property in the condition of value, repair and efficiency 
fully equipped in every respect as hereinafter set forth. 


Ex. B — Ex. Five, Frankford and Southwark 403 
Phila. City Pass. By. Co. 

And the said Lessee shall and will, at the end of 
the said term of nine hundred and ninety-nine years, or 
so soon as this lease may be determined and ended, 
otherwise surrender and deliver to the said Lessor, the 
said demised property, real and personal, or such re¬ 
newals and substitutes therefor as shall have been 
made, or ought to have been made, under the terms of 
this lease, in as good order and efficiency, and of as 
much value as when received by it from the said Lessor. 

And in order that the value of the same may be 
fixed and determined the said personal property shall 
be duly scheduled and appraised on the 
day of one thousand eight hundred 

and ninety-three, (1893), by two competent appraisers, 
of whom each of the parties hereto shall appoint one, 
and the two so chosen shall appoint a third appraiser, 
and a majority of the said appraisers shall fix the 
values to be placed on the various items or articles of 
personal property, and the said appraisers shall fur¬ 
nish a copy of such schedule and appraisement to the 
said Lessor, and another copy to the said Lessee. And 
if either the said Lessor or Lessee should require it, a 
similar appraisement and schedule shall in like man¬ 
ner be made on the first day of July in any or every 
year so long as this lease shall continue and remain un¬ 
determined. In case the Lessee shall fail to select a 
person for a period of ten (10) days after a request 
in writing delivered to the said Lessee, then the person 
appointed by the Lessor shall select a person for the 
Lessee, and those two shall proceed as herein provided 
in case of no default in the selection of the appraisers 
as aforesaid. 

Seventh .—That the said Lessee shall, at its own 
cost, defend all actions of every kind which may arise 
from or on account of the operation or maintenance of 
the property hereby demised during the continuance of 


404 Ex. B — Ex. Five, Frankford and Southwark 
Phila. City Pass. By. Co. 

this lease, and shall pay all amounts that shall or may 
be recovered against the said Lessor or in any such 
action, and shall indemnify and save harmless the said 
Lessor of and from all actions, causes of action, legal 
and equitable claims and demands that shall be made 
or brought against the said Lessor for any matters 
arising from the management of the said property 
hereby demised during the term of this lease, and that 
may arise against the said Lessee in the exercise of its 
power under this lease during the continuance thereof. 
It being expressly agreed and understood, however, 
that the said Lessor shall pay and indemnify and save 
harmless the said Lessee of and from all actions, claims 
or demands of every kind whatsoever arising in any 
manner out of the use, operation and management of 
the property by the said Lessor prior to the date of this 
lease. 

Eighth .—It is expressly understood and agreed 
that when a time for the payment of any money or rent, 
or for the performance of any of the covenants of this 
lease is fixed, that such time is of the essence of the 
contract and will not be relieved against, and that if 
any of the payments mentioned in Articles Second and 
Third of this Agreement shall not be paid by the said 
Lessee at or before the time specified therein for pay¬ 
ment of the sums, or in case any default or failure to 
perform shall take place, or be made by the said Les¬ 
see in any of the other covenants and stipulations con¬ 
tained in this Lease for any period of thirty days after 
written notice of such default or failure shall have 
been delivered by the said Lessor, then this lease, at 
the option of the said Lessor, shall cease and determine, 
and it shall be lawful for the said Lessor to enter 
into and upon the hereby demised premises, or such as 
may be subsisting in their place and forming the sub¬ 
ject of this lease, and take possession of the same with 


Ex. B — Ex. Five, Frankford and Southwark 405 
Phila. City Pass. Ry. Co. 

the appurtenances and with all additions and improve¬ 
ments thereof, and upon such re-entry to remove all 
persons therefrom, and thenceforth to have, hold, pos¬ 
sess and enjoy, the same as of its former estate therein, 
and thereafter all the estate and interest of it, the said 
Lessee, in and to the same shall absolutely cease and 
determine as though these presents had never been 
made. 

Provided, However, That such re-entry shall not 
in any manner affect the claim of the said Lessor for 
rent, or for damages resulting from the breach of any 
of the covenants herein contained. 

And in case of such default by the said Lessee and 
such determination of this lease by the Lessor, if it 
shall be necessary for the better protection of the 
rights, interest and estate of the said Lessor in the 
hereby demised premises or property to commen.ce 
proceedings in ejectment, or other action in law or 
equity for the whole or any part of the hereby demised 
premises or property, it shall be competent for any 
attorney of any court of record of this Commonwealth 
to appear from time to time as often as default may 
occur on behalf of the said Lessee, for which this shall 
be his sufficient warrant, and confess judgment in such 
ejectment or other proceedings, and thereupon a writ 
of habere facias possessionem, or other legal process 
may forthwith issue. 

And it is Further Agreed, That in the event of a 
confession of a judgment in ejectment as above pro¬ 
vided, the said Lessor in order to recover possession 
of the personal property hereby demised, and such 
other personal property as may have been substituted 
for it under the provisions of this lease, may commence 
an action or actions of replevin against the said Lessee, 
and any person or persons, corporation or corporations 


406 Ex. B — Ex. Five, Frankford and Southwark 
Phila. City Pass. Ry. Co. 

in possession thereof through the said Lessee, and in 
said action any attorney of any court of record of this 
Commonwealth may appear from time to time for the 
defendant and defendants therein and-confess judg¬ 
ment against such defendant and defendants, for which 
this shall be a sufficient warrant, and the said Lessee 
hereby releases the said Lessor and its surety and sure¬ 
ties in said action from any and all actions, suits and 
claims by reason of the issuing of such writ or writs, 
or the giving of a replevin bond. 

Neither of the actions or proceedings above men¬ 
tioned shall exclude the Lessor from any other action 
or proceeding which it may deem necessary for the 
preservation and enforcement of its rights under this 
lease, such action or actions to be cumulative and not 
exclusive. 

It being the intention of the parties hereto that 
immediate possession shall be had by the said Lessor 
on the termination of this lease. In case the said 
Lessee shall deny that it has broken any of its cove¬ 
nants, and shall make defense to any proceedings which 
may be taken by the said Lessor to recover possession, 
then it is hereby agreed that pending such litigation 
the court having jurisdiction of such proceedings, or 
any other court of competent jurisdiction, on the mo¬ 
tion of the said Lessor by a proper form of proceeding, 
shall be authorized to appoint a receiver pending said 
litigation, who shall at once take possession of the 
property, operate the railway, and after deducting 
operating expenses apply the balance on account of 
the rent and other required payments provided for in 
this lease until such litigation be ended, when he shall 
at once turn over the property to the successful party 
in the litigation, and shall account as such receiver; 
and the same provisions shall also apply to any, each 
and all subsequent violations of the provisions of this 
lease by the said Lessee. 


Ex. B — Ex. Five, Frankford and Southwark 407 
Pliila. City Pass. By. Co. 

In Witness Whereof, Each of the said parties 
hereto has hereunto affixed its corporate seal, duly at¬ 
tested by the signature of its President and Secretary, 
the day and year first aforesaid. 

The Frankford and Southwark Philadelphia 
City Passenger Eailroad Company, 

By 

JEREMIAH J. SULLIVAN, 

[seal] President. 

Attest, 

Thomas S. Harris, 

Secretary. 

Signed, sealed and delivered 
in the presence of 
Charles E. Lex, 

Wm. Romig-Stackhouse. 


Electric Traction Company of Philadelphia, 

By 

ALF. SMITH, 

[seal] President. 

Attest, 

F. Weckerly, 

Secretary. 


Signed, sealed and delivered 
in the presence of 
Charles E. Lex, 

Wm. Romig-Stackhouse. 


408 Ex. B — Ex. Five, Frankford and Southwark 
Pliila. City Pass. By. Co. 

State of Pennsylvania, ) 

City of Philadelphia, f s ‘ ’ 

On the seventeenth day of August, Anno Domini, 
one thousand eight hundred and ninety-three, (1893), 
before me, the subscriber, a Notary Public for the 
Commonwealth of Pennsylvania, residing in the city 
of Philadelphia, personally appeared Thomas S. Har¬ 
ris, Secretary of The Frankford and Southwark Phila¬ 
delphia City Passenger Railroad Company, who being 
duly sworn, says: 

That the seal affixed to the foregoing Indenture of 
Lease is the common seal of said Company; that the 
said Lease was duly sealed and delivered by, and as 
and for the act and deed of the said Company for the 
uses and purposes therein mentioned; that the name 
of this deponent thereto subscribed as Secretary is of 
his own proper handwriting, and that he did see Jere¬ 
miah J. Sullivan, the President of said Company sub¬ 
scribe his name thereto as President in attestation of 
'the due execution and delivery of the said Indenture 
of Lease. 

THOMAS S. HARRIS. 

Sworn and subscribed before me, the day and year 
aforesaid. 

Charles E. Lex, 

[seal] Notary Public. 


State of Pennsylvania, ) 

City of Philadelphia, f ss ' * 

On the seventeenth day of August, Anno Domini, 
one thousand eight hundred and ninety-three, (1893), 
before me, the subscriber, a Notary Public for the 
Commonwealth of Pennsylvania, residing in the city 
of Philadelphia, personally appeared F. Weckerly, 



Ex. B — Ex. Five, Frankford and Southwark 409 
Phila. City Pass. By. Co. 

Secretary of the Electric Traction Company of Phila¬ 
delphia, who being duly sworn, says: 

That the seal affixed to the foregoing Indenture of 
Lease is the common seal of the said Company; that 
the said Lease was duly sealed and delivered by, and 
as and for the act and deed of the said Company for 
the uses and purposes therein mentioned; that the 
name of this deponent thereto subscribed as Secretary 
is of his own proper handwriting, and that he did see 
Alfred Smith, the President of said Company sub¬ 
scribe his name thereto as President in attestation of 
the due execution and delivery of the said Indenture 
of Lease. 

F. WECKERLY. 

Sworn and subscribed before me, the day and year 
aforesaid. 

Charles E. Lex, 

[seal] Notary Public. 


410 Ex. B — Ex. Six, Lehigh Ave. Pass. By. Co. 
EXHIBIT SIX. 

Agreement, Made this first day of July, 1896, be¬ 
tween the Electric Traction Company, party of the first 
part, (hereinafter called Electric), and The Lehigh 
Avenue Passenger Railway Company, party of the 
second part, (hereinafter called Lehigh), Witnesseth: 

Electric hereby agrees to operate Lehigh under the 
following traffic agreement, and upon the following 
terms and conditions: 

First .—The operating charges against Lehigh as 
hereinafter set forth shall be computed upon the fol¬ 
lowing plan: shall be estimated monthly, and on or be¬ 
fore the fifteenth day of the following month for which 
the estimate shall have been made, the account thereof 
shall be rendered to Electric and Lehigh, entered upon 
the books of each of said corporations, and adjusted 
accordingly. 

Second .— Maintenance of Way.— All expenses 
connected with the maintenance of way, including track 
repairs, overhead repairs, special work, and work relat¬ 
ing to the removal of snow and ice, bridge repairs, 
building repairs, etc., shall be charged against Lehigh 
at the same rate per car mile as it actually cost Electric 
during each and the same month. 

Third .— Maintenance of Equipment. —All ex¬ 
penses connected with the maintenance and repairs to 
cars, trucks, motors, cleaning, supplies, including re¬ 
newals or replacements of parts of cars and the equip¬ 
ment thereof shall be charged against Lehigh at the 
same rate per car mile as it actually costs Electric for 
each and the same month. Lehigh is also to be charged 
at the rate of $5 for each car per month for the storage 
and handling of the cars to and from the repair shops. 
Provided, However, That as soon as Lehigh shall cease 
to require such storage and shop facilities, handling of 



Ex. B~Ex. Six, Lehigh Ave. Pass. Ry. Co. 411 

cars, etc., that then and in such event the said additional 
charge of $5 per car per month shall cease and de¬ 
termine. 

Fourth. — Transportation. — Lehigh shall be 
charged for shedmen, watchmen, despatchers, supplies 
and such other expenses as are ordinarily charged to 
transportation at the same rate per car mile as it has 
actually cost Electric for each and the same month. It 
is understood and agreed, however, that Lehigh is to 
pay for its own conductors and motormen from its own 
treasury and gross earnings. 

Fifth. —Power. —Lehigh shall be charged for all 
power furnished by Electric from its power stations, 
including such items as fuel, labor, electric superin¬ 
tendence, maintenance and repairs of machinery and 
plant, and also all those expenses chargeable to the 
production of power at the same rate per car mile as 
it has actually cost Electric for each and the same 
month. 

The above includes renewals or replacements, as 
well as repairs to machinery, boilers, equipment of 
power station or of its foundations. In connection with 
the power Lehigh is also to pay Electric an additional 
charge of one-half cent per car mile in order to cover 
the proportion of interest upon the money invested by 
Electric in its power plant. 

Sixth. —General Expenses.— Lehigh is to pay 
Electric the expenses of its superintendents, clerks, 
clerical expenses, office expenses, legal expenses, office 
rents, writing, detective service, printing, advertising 
and other similar general expenses at the same rate per 
car mile as it actually costs Electric for each and the 
same month. 

It is understood and agreed, however, that Lehigh 
is to pay all items of insurance against fire, against ac¬ 
cident damages whether resulting in death or in injury 


412 Ex. B — Ex. Six, Lehigh Ave. Pass. By. Co. 


to persons or property, and whether arising out of the 
actual operation of the road or otherwise. 

Also, that Lehigh is to pay the salary of its super¬ 
intendents, street inspector and treasurer. 

Lehigh is also to pay all State and Municipal taxes, 
licenses and track rentals. 

Seventh .—Electric covenants and agrees to and 
with Lehigh that it will attend to and perform the 
maintenance of way, maintenance of equipment, trans¬ 
portation, and power as is specifically mentioned and 
set forth above, and for which Lehigh is to be charged 
by Electric, at the same expense per car mile for each 
and the same month as it costs Electric during that 
month. 

Electric agrees that as to all these items the whole 
railway of Lehigh and its appurtenances shall be main¬ 
tained and kept in good operating condition. This is 
also to apply to the buildings, shops, repair stations, 
machinery, etc. of Electric. 

The provision of the operating expenses as herein¬ 
before set forth is based upon the present method of 
dividing such expenses usually in force among street 
railway companies, and is to date as of February 1st, 
1896. 

Eighth .—Each company is to run an equal number 
of cars, and should Electric furnish an excess of cars 
over those furnished by Lehigh, Lehigh shall be 
charged with such excess at the rate of six cents per 
car mile for the number of miles such excess of cars 
run. 

It is understood and agreed that the cars of Lehigh 
shall operate and run over the tracks of Electric on 
Lehigh Avenue East from Second street to Kensing¬ 
ton avenue; on Kensington avenue to Cumberland 
street; on Cumberland street to Richmond street; on 
Richmond street to Huntingdon street; on Huntingdon 
street to Kensington avenue; on Kensington avenue 


Ex. B — Ex. Six , Lehigh Ave. Pass. By. Co. 413 


to Lehigh avenue and on Lehigh avenue to Second 
street, and returning wherever there are double tracks. 
The cars of Electric shall also operate over the tracks 
of Lehigh from Second street to its depot at Thirty- 
fourth street and return. 

It is also understood and agreed that no money is 
to be received by Lehigh from the Cumberland and 
Huntingdon streets division of Electric, but that the 
same is expressly excepted from the terms of this 
agreement. 

It is understood and agreed by and between the 
parties hereto that this agreement shall take effect as 
of July 1st, 1896, and shall remain in force for ten 
years from February 1st, 1896, unless the same be 
sooner terminated, which can be done by either of the 
parties giving to the other written notice of its inten¬ 
tion to terminate the same three months before the 
expiration of any year during the continuance hereof, 
and express consent is hereby given to Electric to 
assign its interest hereunder to the Union Traction 
Company of Philadelphia, under the terms of a lease 
executed by Electric to the said Union Traction Com¬ 
pany of Philadelphia, June 29tli, 1895. 

In Witness Whereof , The said corporations have 
caused their respective corporate seals to be hereunto 
affixed, duly attested the day and year first above 
written. 


Attest, 


Electric Traction Company, 
J. J. SULLIVAN, 

President. 


[seal] 


R. C. Brewster, 

Secretary. 

JTie Lehigh Avenue Passenger Railway 


Attest, 

R. C. Brewster, 
[seal] Secretary. 


Company, 

W. H. SHELMERDINE, 

President. 


412 Ex, B — Ex. Six, Lehigh Ave. Pass. By. Co. 

to persons or property, and whether arising’ out of the 
actual operation of the road or otherwise. 

Also, that Lehigh is to pay the salary of its super¬ 
intendents, street inspector and treasurer. 

Lehigh is also to pay all State and Municipal taxes, 
licenses and track rentals. 

Seventh .—Electric covenants and agrees to and 
with Lehigh that it will attend to and perform the 
maintenance of way, maintenance of equipment, trans¬ 
portation, and power as is specifically mentioned and 
set forth above, and for which Lehigh is to be charged 
by Electric, at the same expense per car mile for each 
and the same month as it costs Electric during that 
month. 

Electric agrees that as to all these items the whole 
railway of Lehigh and its appurtenances shall be main¬ 
tained and kept in good operating condition. This is 
also to apply to the buildings, shops, repair stations, 
machinery, etc. of Electric. 

The provision of the operating expenses as herein¬ 
before set forth is based upon the present method of 
dividing such expenses usually in force among street 
railway companies, and is to date as of February 1st, 
1896. 

Eighth .—Each company is to run an equal number 
of cars, and should Electric furnish an excess of cars 
over those furnished by Lehigh, Lehigh shall be 
charged with such excess at the rate of six cents per 
car mile for the number of miles such excess of cars 
run. 

It is understood and agreed that the cars of Lehigh 
shall operate and run over the tracks of Electric on 
Lehigh Avenue East from Second street to Kensing¬ 
ton avenue; on Kensington avenue to Cumberland 
street; on Cumberland street to Richmond street; on 
Richmond street to Huntingdon street; on Huntingdon 
street to Kensington avenue; on Kensington avenue 


Ex. B — Ex. Six , Lehigh Ave. Pass. By. Co. 413 


to Lehigh avenue and on Lehigh avenue to Second 
street, and returning wherever there are double tracks. 
The cars of Electric shall also operate over the tracks 
of Lehigh from Second street to its depot at Thirty- 
fourth street and return. 

It is also understood and agreed that no money is 
to be received by Lehigh from the Cumberland and 
Huntingdon streets division of Electric, hut that the 
same is expressly excepted from the terms of this 
agreement. 

It is understood and agreed by and between the 
parties hereto that this agreement shall take effect as 
of July 1st, 1896, and shall remain in force for ten 
years from February 1st, 1896, unless the same be 
sooner terminated, which can be done by either of the 
parties giving to the other written notice of its inten¬ 
tion to terminate the same three months before the 
expiration of any year during the continuance hereof, 
and express consent is hereby given to Electric to 
assign its interest hereunder to the Union Traction 
Company of Philadelphia, under the terms of a lease 
executed by Electric to the said Union Traction Com¬ 
pany of Philadelphia, June 29th, 1895. 

In Witness Whereof, The said corporations have 
caused their respective corporate seals to he hereunto 
affixed, duly attested the day and year first above 
written. 


Attest, 


Electric Traction Company, 
J. J. SULLIVAN, 

President. 


[seal] 


R. C. Brewster, 

Secretary. 

GPhe Lehigh Avenue Passenger Railway 


Attest, 

R. C. Brewster, 
[seal] Secretary. 


Company, 

W. H. SHELMERDINE, 

President. 


414 Exh. B—Exh. Seven, E. & P. 4’s, Agreement 
EXHIBIT SEVEN. 

This Agreement, Made this first day of October, 
eighteen hundred and ninety-five, between The Union 
Traction Company of Philadelphia, a corporation of 
the State of Pennsylvania, (hereinafter designated the 
Traction Company), and The Pennsylvania Company 
for Insurances on Lives and Granting Annuities, a cor¬ 
poration of the State of Pennsylvania, (hereinafter 
designated the Trustee). 

Whereas, The said Traction Company is author¬ 
ized by law to invest its funds in the purchase of shares 
of stock ahd bonds of any corporation whose works, 
railway, motors, or other property are leased, oper¬ 
ated, or constructed by it; 

And Whereas, A contract has been made between 
the Electric Traction Company, People’s Traction 
Company, and the said Union Traction Company for 
the construction by the said Union Traction Company 
of electric motors and other necessary equipment to 
be used upon and in connection with the lines of the 
said Electric Traction Company and the said People’s 
Traction Company; 

And Whereas, The Traction Company has further 
contracted to purchase from the holders thereof a ma¬ 
jority of the shares of said Electric Traction Com¬ 
pany at the rate of eighty-five dollars per share for 
each share on which fifty dollars has been paid, and 
seventy dollars per share for each share on which 
thirty dollars has been paid; and the shares of said 
People’s Traction Company at the price of seventy- 
six dollars per share, said purchase price is to be paid 
to the holders in certificates in the form hereinafter 
set out, which certificates shall be secured by the de¬ 
posit with the Trustee of all the shares of the Electric 
Traction Company and People’s Traction Company so 
purchased. 


Exh. B — Exh. Seven, E. & P. 4’s, Agreement 415 


Now Therefore, this Agreement Witnesseth, That 
in consideration of the covenants mutually to be done, 
kept, and performed by each party toward the others 
in reference to the subject matter hereof, it is mutually 
agreed as follows: 

First .—That the Traction Company will and doth 
hereby deliver to the said Trustee certificates for ten 
thousand shares of the capital stock of the Electric 
Traction and ten thousand shares of the capital stock 
of the People’s Traction Company, and will from time 
to time deliver certificates for such additional shares 
as from time to time the Traction Company may desire 
to deposit as the basis of the issue of additional certifi¬ 
cates to be issued in payment therefor at the prices 
hereinbefore recited, said deposit of shares of Electric 
and People’s Traction stock being made for the pur¬ 
pose of securing an issue *of trust certificates in the 
form hereinafter prescribed, and subject to the reser¬ 
vations, terms, and conditions hereinafter more par¬ 
ticularly set out. 

Second .—The said Trustee doth hereby receive 
said shares of stock as aforesaid upon the terms herein 
and hereafter set out, and agree to presently issue and 
deliver to the said Traction Company for negotiation 
by it trust certificates in form substantially as follows: 

No. $ 

Electric and People’s Traction Stock Trust 
Certificate. 

Issued by The Pennsylvania Company for Insurances 
on Lives and Granting Annuities. 

Secured by deposit of shares of the capital stock of 
the Electric Traction Company and the People’s 
Traction Company of Philadelphia and by con¬ 
tract of the Union Traction Company of Phila¬ 
delphia. 

The Pennsylvania Company for Insurances on 
Lives and Granting Annuities, as Trustee under and 


416 Exh. B — Exh. Seven, E. & P. 4’s, Agreement 

upon the terms of certain articles of agreement be¬ 
tween itself and the Union Traction Company of Phila¬ 
delphia of even date herewith duly recorded in the 
office of the Recorder of Deeds for the city and county 
of Philadelphia, deposited with the Trustee, by virtue 
of which it is the holder in trust of certain shares of 
the capital stock of the Electric Traction Company 
and the People’s Traction Company of Philadelphia, 
hereby certifies that the registered holder hereof, for 
value received, is entitled to the sum of one thousand 
dollars, lawful gold coin of the United States of Amer¬ 
ica of present standard weight and fineness, with in¬ 
terest thereon at the rate of four per cent, per annum, 
payable in like gold coin at the office of the Trustee in 
the city of Philadelphia, semi-annually, on the first 
days of April and October in each year to the regis¬ 
tered owner hereof, or its legal representative, the 
principal of this certificate to be redeemable at the 
option of the Union Traction Company on October 1st, 
1945, or at any semi-annual interest period thereafter, 
the payment of which said principal and interest is 
secured by the deposit of said shares of the capital 
stock of the Electric Traction Company and the Peo¬ 
ple’s Traction Company of Philadelphia with said 
Trustee in accordance with the terms of the articles 
of agreement aforesaid, as by reference thereto will 
more fully appear, said agreement also containing an 
obligation on the part of the Union Traction Company 
of Philadelphia, guaranteeing the payment of the prin¬ 
cipal and interest at maturity of this and like certifi¬ 
cates issued hereunder. 

Said agreement also vesting said Trustee with 
power, in event of default in the payment of said prin¬ 
cipal and interest upon the terms and conditions in 
said agreement fully expressed, to sell the shares of 
the Electric Traction Company and the People’s Trac¬ 
tion Company of Philadelphia deposited as aforesaid 


Exh. B — Exh. Seven, E. & P. 4’s, Agreement 417 

for the benefit of the holders hereof. These certifi¬ 
cates may be transferred and registered by the owner 
in person, or by his attorney duly authorized, upon the 
register kept for that purpose at the office of said Trus¬ 
tee at Philadelphia, and a certificate of every such 
transfer and registration shall be indorsed hereon, and 
upon such transfer and registration, the registered 
owner only, or the legal representative of such regis¬ 
tered owner, shall be entitled to receive the principal 
and interest of this certificate. 

This certificate is one of a series of certificates 
numbered from one upwards, the aggregate amount 
of which outstanding at any one time by the terms of 
said articles of agreement is limited to thirty millions 
of dollars; and said certificates are to be certified by 
the Trustee and issued only upon the deposit with the 
Trustee of shares of the Electric Traction Company 
and People’s Traction Company of Philadelphia, for 
the purchase of which these certificates are issued, at 
the rate of eighty-five dollars per share for each share 
of Electric Traction stock on which fifty dollars has 
been paid, and seventy dollars per share for each 
share of said stock on which thirty dollars has been 
paid, and at the rate of seventy-six dollars per share 
for each share of People’s Traction stock so deposited 
and held by the Trustee hereunder, all of said certifi¬ 
cates to be of like date, amount, tenor, and effect, with¬ 
out priority, preference, or distinction whatsoever of 
one over another; and the principal and interest therein 
named are payable without deduction for any tax or 
taxes now imposed or hereafter to be imposed thereon, 
either by the laws of the United States of America or 
of the State of Pennsylvania, for national, state, or 
municipal purposes, and which either or any of said 
companies- is or may be required or authorized to re¬ 
tain therefrom, the said Union Traction Company of 


418 Exit. B—Exh. Seven, E. & P. 4’s, Agreement 

Philadelphia agreeing to pay or cause the same to be 
paid. 

In Testimony Whereof, The Pennsylvania Com¬ 
pany for Insurances on Lives and Granting Annuities 
has caused its corporate seal to be hereunto affixed, 
duly attested, the first day of October, A. I). 1895. 

It is hereby attested that the obligations recited 
in this certificate as having been entered into by the 
Union Traction Company of Philadelphia in the agree¬ 
ment therein referred to are correctly stated. 

In Testimony Whereof, By authority of the Board 
of Directors, the corporate seal of the Union Traction 
Company of Philadelphia has been hereto duly affixed 
and attested. 

Third .—That the certificates of Electric and Peo¬ 
ple’s Traction shares, delivered by the Union Traction 
Company to the Trustee, shall remain untransferred 
in the name of the Union Traction Company, but the 
Union Traction Company shall deliver to the Trustee 
bills of sale and powers of attorney to transfer all 
shares deposited with the Trustee in form substantially 
as follows: 

Know all Men by these Presents, That the Union 
Traction Company of Philadelphia for value received 
has bargained, sold, assigned, and transferred, and by 
these presents does bargain sell, assign, and transfer 
unto The Pennsylvania Company for Insurances on 
Lives and Granting Annuities, Trustee, shares 

of the stock of the Electric Traction Company 

and shares of the stock of the People’s Trac¬ 

tion Company of Philadelphia, standing in the name 
of said Union Traction Company on the books of the 
said corporations respectively, and the Union Traction 
Company hereby constitutes and appoints The Penn¬ 
sylvania Company for Insurances on Lives and Grant- 


Exh. B — Exit. Seven, E. & P. 4’s, Agreement 419 

ing Annuities, Trustee, its true and lawful attorney, 
irrevocable, for it and in its name and stead, but to 
the use of said Trustee, to sell, assign, transfer, and 
set over all or any part of the said stock, and for that 
purpose to make and execute all necessary acts of 
assignment and transfer, and one or more persons to 
substitute with like full power, hereby ratifying and 
confirming all that the said attorney or its substitute 
or substitutes shall lawfully do by virtue hereof: Pro¬ 
vided, however, That no transfer of such shares shall 
be made on the books of the corporations until the 
Union Traction Company shall make default in the 
performance of some of the covenants or agreements 
contained in the contract dated October 1st, 1895, be¬ 
tween said Union Traction Company and the Trustee. 

In Witness Whereof, The Union Traction Com¬ 
pany has caused its corporate seal to be hereunto 
affixed, the day of 18 

Sealed and delivered in 

the presence of: 

Fourth .—The Union Traction Company hereby 
covenants and agrees to appropriate out of the divi¬ 
dends which may be declared upon the shares of said 
Electric Traction Company and said People’s Trac¬ 
tion Company a sum which shall be sufficient to meet 
the interest at the rate of four per cent, upon all cer¬ 
tificates issued hereunder, as said interest shall mature 
on the first days of April and October in each year, 
together with all taxes which may be imposed thereon, 
and to pay the same to the Trustee at such times as 
will enable the Trustee promptly to pay said interest 
and taxes as the same shall mature; it being further 
provided, that said Union Traction Company, on Octo¬ 
ber 1st, 1945, or at any semi-annual interest period 
thereafter, may redeem said certificates, or any of 
them, by paying the principal sum thereby secured, of 


420 Exh. B — Exit. Seven , E. & P. 4’s, Agreement 

which intention to redeem notice shall be given by 
advertisement, published twice a week in two daily 
newspapers in the city of Philadelphia for two weeks 
prior to the date of such proposed redemption. 

Fifth .—If at any time the said dividends on said 
shares of capital stock of the Electric Traction Com¬ 
pany and the People’s Traction Company shall not be 
adequate for the payment of the interest and taxes on 
said certificates when and as the same shall be payable 
by the terms thereof, then and in that event the said 
Union Traction Company promises, covenants, and 
agrees, on or prior to the date when such interest or 
taxes becomes due, to provide the requisite sums or 
amounts for the payment of the same, and to pay the 
same to the Trustee. . 

Sixth .-—If at any time after demand the Union 
Traction Company shall make default, or neglect, re¬ 
fuse, or omit to pay the amount necessary to make up 
the amount needed to meet the accruing interest upon 
any of said certificates as therein provided at any 
time, together with the taxes aforesaid, and such de¬ 
fault shall continue for ten days after the said interest 
or taxes shall become due and payable as aforesaid, 
then and in such case it shall be the duty of the said 
Trustee, or whoever may be the trustee or trustees for 
the time being under this indenture, forthwith to cause 
the shares of stock of the Electric Traction Company 
and the People’s Traction Company then held by it to 
be transferred into the name of the Trustee upon the 
books of the several corporations issuing the same, and 
thereafter to collect all dividends which may be pay¬ 
able thereon, and it shall be the further duty of the 
Trustee, upon the written request of the holders of 
one-fourth in amount of the said certificates outstand¬ 
ing and unpaid, to sell at public sale, for the best price 
that can be obtained, therefor, the whole of the stock in 


Exit. B — Exh. Seven, E. £ P. 4’s, Agreement 421 

the possession of the Trustee, or so much thereof as 
may be necessary to pay the said certificates and all 
arrears of interest thereon, and all expenses attending’ 
as well the execution of this trust as the said sale, and any 
other costs and charges that may he necessarily incurred 
in consequence of such sale, in such lots or parcels, 
however, as the Trustee may deem most beneficial, and 
with authority to the said Trustee for the time being’ 
to adjourn, from time to time, the sale of the whole or 
any part of the said stock, at its discretion; it being 
further provided that it shall be the duty of the Trus¬ 
tee, upon the written request of the holders of a ma¬ 
jority in amount of the certificates outstanding, to 
purchase at such sale, for the account of the holders 
of all the outstanding certificates, all the shares of the 
capital stock of the Electric Traction Company and 
People’s Traction Company thus sold, which said 
shares thus purchased shall be held in trust by said 
Trustee for the certificate holders or distributed among 
them pro rata, as may be determined by the written re¬ 
quest of the majority of said certificate holders; it being 
hereby further expressly understood and agreed, by 
and between the parties hereto, that in case default in 
the payment of interest or taxes shall be made as afore¬ 
said, then the entire principal sum mentioned in all of 
the said certificates shall, upon the demand of the hold¬ 
ers of one-fourth of the said certificates being made as 
aforesaid, become due and payable forthwith, anything 
herein or in the said certificates contained to the con¬ 
trary thereof notwithstanding, and any proceeding, 
either at law or in equity, to enforce any covenant of 
the said Union Traction Company herein contained 
shall be in the name of the Trustee for the benefit of 
the holders of all certificates then outstanding*. 

Seventh .—Until default shall be made in the pay¬ 
ment of interest and taxes, or principal, as hereinbe- 


422 Exh. B—Exh. Seven, E. & P. 4’s, Agreement 

fore provided, the said Trustee, or the trustees or trus¬ 
tee for the time being, shall permit and suffer, and so 
far as its action may be requested, may and shall, by 
proper instruments in writing, and the Union Trac¬ 
tion Company to exercise the rights and powers of an 
owner in voting upon said shares at any and all cor¬ 
porate meetings and elections of the Electric Traction 
Company and the People's Traction Company, and 
also to collect and receive all dividends which from 
time to time may be declared upon said shares until 
some default be made as aforesaid, and also to exercise 
such other rights, powers, and privileges incidental 
thereto as may not be inconsistent with the security 
hereby intended to be given for the benefit of said cer¬ 
tificate holders. 

Eighth .—In the event of the resignation, neglect, 
refusal, or incapacity to act of the said Trustee or any 
successor in the trust, then the said Union Traction 
Company shall, by resolution of its board of directors, 
appoint a new trustee or trustees to fill any vacancy 
so caused; any trustee so appointed shall be a trust 
company having its office in Philadelphia. And such 
appointment may and shall be made successively from 
time to time as often during the continuance of this 
trust as occasion may arise. 

Ninth .—It is hereby further covenanted and 
agreed, and this trust is accepted upon the express 
condition, that neither the said Trustee nor any suc¬ 
cessors in the trust shall incur any responsibility or 
liability by reason of permitting and allowing the said 
Union Traction Company to retain and reserve the 
power and authorities heretofore provided for in re¬ 
gard to the stock of the said Electric Traction Com¬ 
pany and People's Traction Company, nor shall the 
said Trustee or any successors in the trust be in any 


Exh. B — Exh. Seven, E. & P. 4’s, Agreement 423 

way responsible for any other matter or thing what¬ 
ever, except the negligent, willful, or intentional 
breaches by such Trustee of the trust herein expressed 
and contained; and the said Trustee or any successors 
in the trust shall not at any time be bound or required 
to undertake any proceeding at law or in equity or 
otherwise for the protection of the certificate holders, 
involving expenditures of or liability for the payment 
of money, unless, if the Trustee shall see fit to require 
it, adequate indemnity against such liability or outlay 
be furnished it by the certificate holders asking of it 
such action or proceeding. 

Tenth .—The said Union Traction Company shall, 
from time to time, execute any other and further in¬ 
struments or assurances necessary or requisite to carry 
out the purposes hereof. 

Eleventh .—If the said principal and interest upon 
the said certificates issued as aforesaid shall be paid 
to the holders thereof when and as the said principal 
and interest shall become due, according to the tenor 
and effect of the said certificates and in accordance 
with the provisions of this agreement, then the said 
trustee or trustees for the time being shall cancel or 
destroy the said certificates, and thereupon all the 
shares of said capital stock of the Electric Traction 
Company and the People’s Traction Company depos¬ 
ited with said Trustee hereunder shall at once be deliv¬ 
ered by the said Trustee to the said Union Traction 
Company, or to any person or persons designated by 
the said Traction Company or its president, and upon 
such transfer and delivery and full settlement of trust 
account with said Traction Company, the said Trustee 
shall be thenceforth discharged from further duties 
under this trust. 


424 Exh. B — Exh. Seven, E. & P. Ps, Agreement 

In Witness Whereof, The parties hereto have 
caused their corporate seals to be hereunto affixed, 
duly attested, the day and year first above written. 

The Union Traction Company of Philadelphia. 

JOHN LOWBER WELSH, 

President. 

Attest, 

Chas. 0. Kruger, 

[seal] Secretary. 

The Pennsylvania Company for Insurances on 
Lives and Granting Annuities, 

H. N. PAUL, 

President. 

Attest, 

John J. R. Craven, 

[seal] Secretary. 


State of Pennsylvania, j ^ 

City of Philadelphia, j 

Be it Remembered, That on the seventh da}" of 
October, A. D. 1895, before me the subscriber, a Notary 
Public of said State, in and for said City, personally 
appeared Charles 0. Kruger, who, being duly sworn 
according to law, deposed and said that he is the Sec¬ 
retary of the Union Traction Company of Philadel¬ 
phia, the corporation named in the above and fore¬ 
going agreement; that he was personally present at 
the execution of the said agreement, and saw the cor¬ 
porate seal of the said Company affixed thereto; that 
John Lowber Welsh, the President of the said Com¬ 
pany, did then sign, seal, and deliver the said agree¬ 
ment as his act and deed, and as the act and deed of 
the said Company, by virtue of the authority vested in 



Exh. B — Exh. Seven, E. & P. 4’s, Agreement 425 

him as such President, and desire that the said agree¬ 
ment might be recorded as such act and deed; that 
the seal so affixed is the common or corporate seal of 
the said Company; that he, the deponent, at the same 
time signed his name to the said agreement as a sub¬ 
scribing witness thereto, and as said Secretary in at¬ 
testation of the due execution and delivery thereof; 
and that the names of the said President and of this 
deponent, subscribed to the said agreement as afore¬ 
said, are of their own proper and respective hand¬ 
writing. 

CHAS. 0. KRUGER. 

Sworn and subscribed before me the day and year 
first aforesaid. Witness my hand and notarial seal. 

E. H. Bailey, 

[seal] Notary Public. 


State of Pennsylvania, ) 

City of Philadelphia, j ss ’ 

Be it Remembered, That on the seventh day of 
October, A. D. 1895, before me the subscriber, a Notary 
Public of said State, in and for said City, personally 
appeared , who, being duly affirmed 

according to law, declared and said that he is the Sec¬ 
retary of The Pennsylvania Company for Insurances 
on Lives and Granting Annuities, the corporation 
named in the above and foregoing agreement; that he 
was personally present at the execution of the said 
agreement, and saw the corporate seal of the said Com¬ 
pany affixed thereto; that Henry N. Paul, the Presi¬ 
dent of the said Company, did then sign, seal, and de¬ 
liver the said agreement as his act and deed, and as 
the act and deed of the said Company, by virtue of the 


426 Exit. B — Exh. Seven, E. & P. 4’s, Agreement 

authority vested in him as such President, and desire 
that the said agreement might be recorded as such act 
and deed; that the seal so affixed is the common or cor¬ 
porate seal of the said Company; that he, the depo¬ 
nent, at the same time signed his name to the said 
agreement as a subscribing witness thereto, and as 
said Secretary in attestation of the due execution and 
delivery thereof; and that the names of the said Presi¬ 
dent and of this deponent, subscribed to the said agree¬ 
ment as aforesaid, are of their own proper and re¬ 
spective handwriting. 

JOHN J. R. CRAVEN. 

Affirmed and subscribed before me the day and 
year first aforesaid. Witness my hand and notarial 
seal. 

Wm. McKee, Jr,, 

[seal] Notary Public. 


AMENDMENT TO EXHIBIT SEVEN. 

Memorandum of Agreement, Made this 10th day 
of December, 1895, between The Union Traction Com¬ 
pany of Philadelphia , of the one part, and The Penn¬ 
sylvania Company for Insurances on Lives and Grant¬ 
ing Annuities, (hereinafter called the Trustee), of the 
other part. 

Whereas, By agreement heretofore made between 
the parties hereto bearing date the first day of Octo¬ 
ber, 1895, certain securities of the Electric Traction 
Company and People’s Traction Company have been 
deposited with said Trustee, and the said Trustee has 
issued trust certificates known as Electric Traction 
and People’s Traction Stock Trust Certificates to rep- 


Exh. B — Exh. Seven, E. & P. 4’s, Agreement 427 

resent the interest of the holders of said certificates in 
the said deposited shares; 

And Whereas, It is the purpose of the Union 
Traction Company that the interests of the holders of 
said shares should be at all times hereafter forever 
preserved, unimpaired from any diversion by the plac¬ 
ing of any liens or charges upon the properties of said 
People’s Traction Company and said Electric Trac¬ 
tion Company. 

Now this Agreement Witnesseth, That the said 
Union Traction Company of Philadelphia doth hereby 
covenant and agree with the said Trustee that it, the 
said Union Traction Company, will not at any time 
hereafter cause any liens to be placed upon or any 
charge to accrue against the properties of said Electric 
Traction Company or said People’s Traction Com¬ 
pany which shall in any manner impair the value or 
security of the shares hereinabove referred to and now 
deposited with the said Trustee. 

And it is further stipulated and agreed between 
the parties hereto that if at any time hereafter any 
such liens shall be given or such charge shall become 
established, that then and in such case it shall be law¬ 
ful for said Trustee, upon the request of the holders 
of any of the said trust certificates issued by the said 
Trustee, and hereinbefore described, to cause all the 
shares of the Electric Traction Company and People’s 
Traction Company held by said Trustee under the 
terms of the agreement bearing date, October 1st, 1895, 
to be transferred into the name of the said Trustee, 
for the benefit of the said certificate holders, so that 
said Trustee, as the legal owner and holder of said 
shares, shall fully control the business and operation 
of said traction companies. 


428 Exli. B — Exit. Seven, E. & P. 4’s, Agreement 


Witness the corporate seals of the parties hereto. 


Union Traction Company of Philadelphia, 
JNO. LOWBER WELSH, 


Attest, 

Chas. 0. Kruger, 

Secretary. 


President. 


Attest, 

John J. R. Craven, 
Secretary. 


H. V. PAUL, 

President. 


Ex. B — Ex. Eight, E.&P. 4’s, Agreement (Amend.) 429 
EXHIBIT EIGHT. 


Memorandum of Agreement, Made this 10th day 
of December, 1895, between the Union Traction Com¬ 
pany of Philadelphia, of the one part, and the Electric 
Traction Company of Philadelphia, of the other part. 

Whereas, The Union Traction 'Company by its 
charter is authorized to enter upon any street upon 
which a passenger railway now is or may hereafter be 
constructed, with the consent of the railway company, 
and to make, construct, maintain and operate thereon 
such motors, cables, electrical or other appliances, and 
the necessary and convenient apparatus and mechan¬ 
ical fixtures as will provide for the traction of the cars 
of such passenger railway, and to enter into contracts 
with other traction companies to construct and operate 
motors, cables, or other appliances necessary for the 
traction of the cars. 

And Whereas, The Electric Traction Company of 
Philadelphia owns or leases and operates sundry lines 
•of street railway in the city of Philadelphia, and the 
necessary municipal consent has been given to it to 
electrically equip and operate its several lines of rail¬ 
way; 

And Whereas, Said Electric Traction Company is 
desirous to secure the aid of the Union Traction Com¬ 
pany to construct and provide such necessary and con¬ 
venient apparatus for the traction of its cars by elec¬ 
tricity as a motive power as from time to time may be 
needed for the further development and operation of 
its system. 

Now this Agreement Witnesseth: 

First. —That the Union Traction Company at the 
request of the Electric Traction Company will proceed 



430 Ex. B—Ex. Eight, E. & P. 4’s, Agreement (Amend.) 

to furnish such electrical equipment for the lines of 
the Electric Traction Company as the Electric Trac¬ 
tion Company may designate and from time to time 
may require, and also to do all street paving and re¬ 
pairing which may be required in the ordinances of 
the City of Philadelphia and which the Electric Trac¬ 
tion Company may request the Union Traction Com¬ 
pany to do. 

Second .—The Union Traction Company agrees to 
provide all moneys needed for the payment of the cost 
of said equipment and supplies, and also for the street 
paving required as aforesaid, and to furnish, con¬ 
struct, erect and do the same so that the property of 
the Electric Traction Company shall not be liable for 
any lien for the same, and the Union Traction Company 
shall be entitled to receive from the Electric Traction 
Company, in payment for the cost thereof, a sum which 
shall equal the net cost thereof to the Union Traction 
Company with a contractor’s profit of 10 per cent. 
It being understood that the Electric Traction Com¬ 
pany has the right and power to make agreements 
with the lessor companies, assuring to them the rever¬ 
sion at the termination of their leases respectively of 
the estate in the plant so to be constructed on their 
respective lines. . 

Third .—The sum so payable by the Electric Trac¬ 
tion Company to the Union Traction Company shall 
not be demandable forthwith, but the Union Traction 
Company agrees to permit the Electric Traction Com¬ 
pany to have credit for the same, to be paid out of the 
receipts of the business, which may remain after the 
payment of an annual dividend of $3.40 per share on 
the full paid stock of the Electric Traction Company, 
and $2.80 per share on the $30.00 paid Stock of the 
Electric Traction Company, the account to carry inter- 


Ex. B — Ex. Eight , E.£P. 4’s, Agreement [Amend.) 431 

est at the rate of 6 per cent, per annum payable semi- 
annually, said credit to continue until the amount 
thereof can be liquidated out of the earnings of the 
Railway Company as aforesaid. 

Witness the corporate seals of the corporations, 
parties hereto affixed by authority of their several 
boards of directors, the day and year first above 
written. 

Union Traction Company of Philadelphia, 

By 

JNO. LOWgER WELSH, 

President. 

Attest: 

Chas. 0. Kruger, 

Secretary. 


Attest: 

R. C. 


Electric Traction Company, 
By 

JEREMIAH J. SULLIVAN, 

President. 


Brewster, 

Secretary. 



432 Ex. B — Ex. Nine, E.dcP. 4’s, Agreement [Amend.) 

EXHIBIT NINE. 


Memorandum of Agreement, Made this 13th day 
of May, 1896, between the Union Traction Company 
of Philadelphia, of the one part, and the People’s Trac¬ 
tion Company, of the other. 

Whereas, By Memorandum of Agreement bearing 
date the twelfth day of April, 1893, between the Peo¬ 
ple’s Traction Company, of the one part, and the Peo¬ 
ple’s Passenger Railway Company of Philadelphia, of 
the other part, the said People’s Traction Company 
did agree to electrically equip all such portions of the 
lines of the Railway Company as the Railway Com¬ 
pany might designate, and to furnish, construct and 
erect all the necessary poles, wires, cars, motors, 
power-houses and the electrical machinery and appa¬ 
ratus as may be designated and specified in the plans 
of specifications prepared therefor by the Engineer 
of said Railway Company; and also to do all street 
paving which the Railway Company might be required 
to do upon the streets by it occupied as required in the 
ordinances of the City of Philadelphia granting mu¬ 
nicipal consent to the use of electricity as a motive 
power, all of which work said People’s Traction Com¬ 
pany contracted to do upon terms particularly men 1 
tioned in said contract. 

And Whereas, Said Traction Company has prop¬ 
erly performed its obligation under said contract and 
settlement for the work so done has been made be¬ 
tween the parties to the same, and said Traction Com¬ 
pany remains liable to do further work for said Rail¬ 
way Company upon the terms in said contract speci¬ 
fied; 



Ex. B — Ex. Nine, E.&P. 4’s, Agreement (Amend.) 433 

And WiTereas, The Union Traction Company of 
Philadelphia has now acquired ownership and control 
of a large majority of the shares of said People’s 
Traction Company, and the said Union Traction Com¬ 
pany by its charter is authorized to do and perform 
each and every corporate act which the People’s Trac¬ 
tion Company by its charter was authorized to do and 
perform; 

And Whereas, Said People’s Traction Company 
has requested said Union Traction Company to assume 
for it the performance of all the obligations by it the 
said People’s Traction Company assumed and under¬ 
taken in said contract hereinbefore recited. 

Now this Agreement Witnesseth , That the said 
Union Traction Company does hereby covenant and 
agree that it the said Union Traction Company of 
Philadelphia will from time to time, as it may be there¬ 
unto requested, do and perform each and every act 
which the said People’s Traction Company by the 
terms of said contract has obligated itself to do and 
perform. And in consideration of said covenant and 
agreement the People’s Traction Company doth cove¬ 
nant and agree with the Uniofi Traction Company that 
it the said People’s Traction Company will assign and 
transfer unto the Union Traction Company all the com¬ 
pensation which it the People’s Traction Company 
under said contract with the People’s Passenger Rail¬ 
way Company is entitled to receive on account of any 
work hereafter to be done or material hereafter to be 
furnished said Railway Company under the terms of 
said contract. And said Union Traction Company doth 
agree to accept such compensation so transferred unto 
it in full discharge of any claim which it may have for 
work done or material furnished hereunder. 


434 Ex. B — Ex. Nine, E.&P. 4’s, Agreement {Amend.) 

Witness the corporate seals of the parties hereto, 
the day and year first above written. 

Union Traction Company of Philadelphia, 

By 

JOHN LOWBER WELSH, 

President. 

Attest: 

Chas. 0. Kruger, 

Secretary. 


People's Traction Company, 

By 

JOHN LOWBER WELSH, 


Attest: 

Chas. 0. Kruger, 

Secretary. 


President. 


Exh. C—Lease of People’s Pass. Ry. Co. and 435 
Peoples T. Co. to Union T. Co. of Phila. 

EXHIBIT C. 


Lease oe the Peoples Passenger Railway Company 
and Peoples Traction Company to Union Trac¬ 
tion Company of Philadelphia. 

This Agreement Tripartite, Made at the city of 
Philadelphia, in the Commonwealth of Pennsylvania, 
as of the first day of July, A. D. one thousand eight 
hundred and ninety-six, by and between the Peoples 
Passenger Railway Company, a corporation incorpor¬ 
ated under the laws of said Commonwealth, of the first, 
part (hereinafter called Railway) ; the Peoples Trac¬ 
tion Company, also a corporation duly incorporated 
under the laws of said Commonwealth of the second 
part (hereinafter called Peoples), and the Union Trac¬ 
tion Company of Philadelphia, also a corporationjiuly 
incorporated under the laws of said Commonwealth, of 
the third part (hereinafter called Union), Witnesseth: 

Whereas, The Green and Coates Street Philadel¬ 
phia Passenger Railway Company, a corporation duly 
incorporated under the laws of said Commonwealth, 
with certain rights, privileges, and franchises, includ¬ 
ing, inter alia, the right to lay down, construct, main¬ 
tain, and operate a passenger railway on certain streets 
in the city of Philadelphia, did, on the first day of Sep¬ 
tember, A. D. 1881, duly lease, upon certain terms and 
conditions, its railway and all its property, rights, 
privileges, and franchises unto Railway by a certain 
indenture in writing, a copy of which is hereto attached 
marked “Exhibit One” and made a part of this agree¬ 
ment as if the same were set forth in full in this recital; 

And Whereas, The Germantown Passenger Rail¬ 
way Company, a corporation duly incorporated under 
the laws of said Commonwealth, with certain rights, 



436 Exh. C—Lease of People’s Pass. Ry. Co. and 
Peoples T. Co. to Union T. Co. of Phila. 

privileges, and franchises, including, inter alia, the 
right to lay down, construct, maintain, and operate a 
passenger railway on certain streets in the city of 
Philadelphia, did upon the thirteenth day of October, 
A. D. 1881, duly lease, upon certain terms and condi¬ 
tions its railway and all its property, privileges, rights, 
and franchises unto Railway by a certain indenture in 
writing, a copy of which is hereto attached marked 
“Exhibit Two” and made a part of this agreement 
as if the same were set forth in full in this recital; 

And Whereas, The Germantown Passenger Rail¬ 
way Company aforesaid did, on the first day Decem¬ 
ber, A. D. 1893, enter into a supplemental lease with 
Railway modifying, ratifying, and affirming the prior 
lease hereinbefore referred to, a copy of which supple¬ 
mental lease is hereto attached marked “Exhibit 
Three’’ and made a part of this agreement as if the 
same were set forth in full in this recital; 

And Whereas, The Northern Passenger Railway 
Company, a corporation duly incorporated under the 
laws of said Commonwealth, with certain rights, privi¬ 
leges, and franchises, including, inter alia, the right to 
lay down, construct, maintain, and operate a passenger 
railway on certain streets in the city of Philadelphia, 
did, on the twenty-second day of June, A. D. 1896, duly 
lease (as of and from the eighth day of July, A. 1). 
1892), upon certain terms and conditions, its railway 
and all its property, rights, privileges, and franchises 
unto Railway by a certain indenture in writing, a copy 
of which is hereto attached marked “Exhibit Four’'’ 
and made a part of this agreement as if the same were 
set forth in full in this recital; 

And Whereas, The Centennial Passenger Railway 
Company, a corporation duly incorporated under the 
laws of said Commonwealth, with certain rights, privi- 


Exk. C—Lease of People's Pass. By. Co. and 437 
Peoples T. Co. to Union T. Co. of PJiila. 

leges, and franchises, including, inter alia, the right to 
lay down, construct, maintain and operate a passenger 
railway on certain streets in the city of Philadelphia, 
did, on the twenty-second day of June, A. D. 1896, duly 
lease (as and from the twenty-first day of April, A. D. 
1893), upon certain terms and conditions, its railway 
and all its property, rights, privileges, and franchises, 
unto Railway by a certain indenture in writing, a copy 
of which is hereto attached marked “Exhibit Five’’ 
and made a part of this agreement as if the same were 
set forth in full in this recital; 

And Whereas, The Philadelphia, Cheltenham and 
Jenkintown Passenger Railway Company, a corpora¬ 
tion duly incorporated under the laws of said Com¬ 
monwealth, with certain rights, privileges, and fran¬ 
chises, including, inter alia, the right to lay down, con¬ 
struct, maintain, and operate a passenger railway on 
certain streets in the city of Philadelphia, did, on the 
twenty-second day of June, A. D. 1896, duly lease (as 
of and from the twenty-fourth day of January, A. D. 
1895), upon certain terms and conditions, its railway 
and all its property, rights, privileges, and franchises 
unto Railway by a certain indenture in writing, a copy 
of which is hereto attached marked ‘ ‘ Exhibit Six ’ ’ and 
made a part of this agreement as if the same were set 
forth in full in this recital; 

And Whereas, The Cheltenham Avenue Passenger 
Railway Company, a corporation duly incorporated un¬ 
der the laws of said Commonwealth, with certain 
rights, privileges, and franchises, including, inter alia , 
the right to lay down, construct, maintain, and operate 
a passenger railway on certain streets in the city of 
Philadelphia, did, on the twenty-second day of June, 
A. D. 1896, duly lease (as of and from April 1st, 1895), 
upon certain terms and conditions, its railway and all 


438 Exh. C—Lease of People’s Pass. By. Co. and 
Peoples T. Co. to Union T. Co. of Phila. 

its property, rights, privileges, and franchises unto 
Railway by a certain indenture in writing, a copy of 
which is hereto attached marked “Exhibit Seven’’ and 
made a part of this agreement as if the same were set 
forth in full in this recital; 

And Whereas, The Girard Avenue Passenger Rail¬ 
way Company, a corporation duly incorporated under 
the laws of said Commonwealth, with certain rights, 
privileges, and franchises, including, inter alia, the 
right to lay down, construct, maintain, and operate a 
passenger railway on certain streets in the city of 
Philadelphia, did, on the twenty-second day of June, 
A. D. 1896, duly lease (as of and from May 30th, 1895), 
upon certain terms and conditions, its railways and all 
its property, rights, privileges, and franchises unto 
Railway by a certain indenture in writing, a copy of 
which is hereto attached marked “Exhibit Eight” and 
made a part of this agreement as if the same were set 
forth in full in this recital; 

And Whereas, The Hillcrest Avenue Passenger 
Railway Company, a corporation duly incorporated un¬ 
der the laws of said Commonwealth, with certain rights, 
privileges, and franchises, including, inter alia, the 
right to lay down, construct, maintain, and operate a 
passenger railway on certain streets of the ctiy of 
Philadelphia, did, on the twenty-second day of June, A. 
D. 1896, duly lease, upon certain terms and conditions, 
its railway and all its property, rights, privileges, and 
franchises unto Railway by a certain indenture in writ¬ 
ing, a copy of which is hereto annexed marked “Ex¬ 
hibit Nine” and made part of this agreement as if the 
same were set forth in full in this recital; 

And Whereas, Peoples is authorized to equip, 
lease, and operate as a general system or to control by 
means of stock ownership street passenger railway 
companies and traction motor companies: 


Exh. C—Lease of People’s Pass. Ry. Co. and 439 
Peoples T. Co. to Union T. Co. of Phila. 

And Whereas, Peoples, by virtue of the powers 
vested in it, did, on the twelfth day of April, A. D. 
1893, enter into an agreement with Railway to con¬ 
struct, maintain, and operate, on the various lines of 
railway owned, leased, controlled and operated by it 
the overhead electrical trolley system, a copy of which 
agreement is hereto attached marked “Exhibit Ten” 
and made a part of this agreement as if the same were 
set forth in full in this recital; 

And Whereas, Peoples, on or about the fifteenth 
day of April, A. D. 1893, did become the purchaser and 
owner of all the capital stock of Railway, which stock 
it duly deposited and pledged with the Pennsylvania 
Company for Insurances on Lives and Granting Annu¬ 
ities as collateral security for an issue of five million 
eight hundred and ten thousand dollars collateral trust 
bonds issued on the fifteenth day of April, A. D. 1893, 
bearing interest at the rate of four per cent, per an¬ 
num, free of tax, and payable on the first day of Feb¬ 
ruary, A. D. 1943, principal and interest payable in 
gold coin of the United States of America of the present 
standard of fineness and weight; a copy of the agree¬ 
ment entered into between Peoples of the one part and 
the Pennsylvania Company for Insurances on Lives 
and Granting Annuities, as trustee for said bondhold¬ 
ers, on the other part, is hereto attached marked ‘ ‘ Ex¬ 
hibit Eleven” and made part of this agreement as if 
the same were set forth in full in this recital; 

And Whereas, By virtue of the agreement entered 
into between Railway and Peoples set out in Exhibit 
Ten and by virtue of the ownership by Peoples of all 
the capital stock of Railway, Peoples became and is 
vested with ownership, control, management, and oper¬ 
ation of all the property, rights, privileges, and fran¬ 
chises of Railway, as well those owned and possessed 


440 Exh. C—Lease of People’s Pass. Ry. Co. and 
Peoples T. Co. to Union T. Co. of Phila. 

under its own charter as those acquired by lease and 
agreement as hereinbefore set out; 

And Whereas, Union possesses like powers with 
those hereinbefore recited as vested by law in Peoples ; 

And Whereas, Peoples has assigned to Union all 
of its interest in and under its contract with Railway, 
hereinbefore referred to and set out as Exhibit Ten, a 
copy of which assignment is hereto attached marked 
“Exhibit Twelve” and made a part of this agreement 
as if the same were set forth in full in this recital; 

And Whereas, Union, acting under and by virtue 
of said powers, did duly lease the Philadelphia Trac¬ 
tion Company for a period of nine hundred and 
ninety-nine years from October 1st, A. D. 1895, and at 
the same time did acquire a controlling interest in 
Peoples and in the Electric Traction Company (here¬ 
inafter called Electric), a corporation controlling and 
operating a system of street railways within the city 
of Philadelphia, which controlling interest was acquired 
by a purchase of a majority of the shares of the 
capital stock of each company, the shares so purchased 
being deposited with the Pennsylvania Company for 
Insurances on Lives and Granting Annuities, as secur¬ 
ity for an issue of collateral trust bonds guaranteed by 
Union, and used by it in the purchase of the shares 
so deposited, all of which is more fully set forth in an 
agreement dated October 1st, 1895, between Union and 
the said Pennsylvania Company for Insurances on 
Lives and Granting Annuities, a copy of which is hereto 
attached marked 4 4 Exhibit Thirteen ’ ’ and made a part 
of this agreement as if the same were set forth in full 
in this recital; 

And Whereas, The contracts between Union on its 
part and Peoples and Electric on their part re- 


Exh. C—Lease of People’s Pass. Ry. Co. and 441 
Peoples T. Co. to Union T. Co. of Phila. 

spectively referred to in said Exhibit Thirteen were 
duly entered into and are hereto attached, marked re¬ 
spectively ‘ 1 Exhibits Fourteen and Twelve”; 

And Whereas, Since the said first day of October, 
A. D. 1895, all of the shareholders of Peoples and of 
Electric have duly sold their shares to Union which 
has deposited them with the Pennsylvania Company as 
aforesaid; 

And Whereas, For the better management of the 
said various systems and railways Union has offered 
to lease for the full period of nine hundred and ninety- 
eight years and three months from the first day of 
July, A. D. 1896, all of the property, rights, franchises, 
and leasehold interests of Railway and of Peoples re¬ 
spectively, which offer has been duly accepted by each 
of said parties; 

And Whereas, The present form of lease has been 
submitted to and accepted by the board of directors of 
the respective companies duly assembled, and their 
action has been duly ratified by the stockholders of the 
respective companies duly assembled to act thereon: 

Now, this Indenture Witnesseth, That for and in 
consideration of the covenants and agreements on the 
part of Peoples hereinafter contained and of the sum 
of one dollar by it in hand paid to Railway, the receipt 
whereof is hereby acknowledged, Railway doth let and 
demise to Peoples, its successors and assigns, all its 
railways, property and franchises, and all its right, 
title, and interest in and to the railways, property, and 
franchises of the various companies hereinbefore speci¬ 
fied of which it is the lessee or operator, and all 
its rights, privileges, and franchises derived from or 
under the above-recited leases, contracts, agreements, 
and assignments, saving and excepting out of this lease 


442 Exh. C—Lease of People's Pass. Ry. Co. and 
Peoples T. Co. to Union T. Co. of Phila. 

and contract all books and papers relating to the cor¬ 
porate existence and accounts of Railway: And Pro¬ 
vided , That nothing herein contained shall be deemed 
or taken in any manner to affect the right of corporate 
existence of Railway or its powers or franchises, the 
exercise or existence of which may from time to time 
be necessary to fully carry out the provisions and in¬ 
tent of this lease and to protect the interests of its 
stockholders hereunder ; this lease being made by Rail¬ 
way to Peoples with the understanding and agreement 
that Peoples shall forthwith assign its interest herein 
to Union, which shall accept the same subject to all the 
covenants, agreements, and conditions herein made by 
Peoples to Railway. 

But there is excepted out of this lease all the 
interest of Railway in, to, and under the lease of the 
Green and Coates Street Philadelphia Passenger Rail¬ 
way Company, hereinbefore first referred to and set 
out as Exhibit One, which lease, by the terms thereof, 
is not assignable without the consent of the lessor 
company; but it is the further understanding and agree¬ 
ment of the three parties hereto that in case at any 
time hereafter the consent of the Green and Coates 
Street Philadelphia Passenger Railway Company shall 
be obtained to the assignment of the said lease or the 
sub-letting of the interest of the lessee therein to 
Peoples and Union, then forthwith Railway will exe¬ 
cute such assignment of said lease to Peoples and 
Union as counsel shall deem appropriate. 

To have and to hold the premises thus leased and 
demised unto Peoples, its successors and assigns, for 
the full term of nine hundred and ninety-eight years 
and three months, beginning on the first day of July, 
A. D. 1896, unless the said term be ended and deter¬ 
mined sooner, as hereinafter provided. 


Exh. C—Lease of People’s Pass. Ry. Co. and 443 
Peoples T. Co. to Union T. Co. of Pliila. 

This Indenture further Witnesseth, That in fur¬ 
therance of the understanding and agreement between 
Railway and Peoples hereinbefore referred to, and 
for and in consideration of the sum of one dollar in 
hand paid by Union to Peoples, the receipt whereof 
is hereby acknowledged, Peoples doth hereby assign, 
transfer, and set over unto Union all the right, title, 
and interest which it acquires under this lease, and 
does further grant, demise, and let unto Union, on the 
terms and conditions hereinafter set forth, all its prop¬ 
erty, franchises, and privileges of every kind what¬ 
soever, saving and excepting only out of this lease and 
contract all books and papers relating to its corporate 
existence, business, and accounts: Provided further, 
That nothing herein contained shall be deemed or taken 
in any manner to affect the right of corporate existence 
of Peoples or its powers and franchises, the existence 
or exercise of which may, from time to time, be neces¬ 
sary to fully carry out the provisions and intents of 
this lease and to protect the interests of its stock¬ 
holders hereunder. 

To have and to hold the premises thus assigned 
and leased unto Union, its successors and assigns, for 
the full term of nine hundred and ninety-eight years 
and three months, beginning on the first day of July, 
A. I). 1896, unless the said term be ended and deter¬ 
mined sooner as hereinafter provided. 

In consideration of the premises, Railway, Peo¬ 
ples, and Union do severally covenant and agree each 
with the other as follows, each binding itself, its suc¬ 
cessors and assigns, to the others, their and each of 
their successors and assigns, as particularly stated:— 

One .— Union, as the assignee of Peoples, shall 
and will make the following payments to or on behalf 
of Railway:— 


444 Exit. C—Lease of People’s Pass. By. Co. and 
Peoples T. Co. to Union T. Co. of Phila. 

A. All taxes, charges, licenses, and assessments of 
every kind and description now or hereafter lawfully 
imposed upon Railway or for which Railway would 
otherwise in any way be liable or chargeable on ac¬ 
count of its corporate existence, franchises, property, 
real or personal, cars, business, earnings, bonds, cap¬ 
ital stock, dividends, or profits, or which Railway shall 
be required to pay on behalf of, or to retain from any 
stockholder by way of direct tax upon his shares or 
the income thereof. 

B. All necessary expenses for maintaining the 
corporate existence and organization of Railway, in¬ 
cluding salary of secretary and treasurer and neces¬ 
sary clerks and the procuring of proper office accom¬ 
modations. 

C. All payments of every kind and description 
which Railway has assumed and is liable for under 
each and every of the foregoing-reeited leases, agree¬ 
ments, and indentures, including all taxes, interest, 
dividends, and payments into sinking fund; excepting 
only the indebtedness due by Railway to Peoples un¬ 
der the agreement entered into between them on the 
twelfth day of April, A. D. 1893, and hereinbefore re¬ 
ferred to as Exhibit Ten, which indebtedness shall 
receive credits from time to time as provided for in 
that agreement in the manner therein provided, sub¬ 
ject only to the change referred to in paragraph seven 
hereof. 

D. As the rent of the premises hereby demised by 
Railway to Peoples the yearly rent or sum of two 
hundred and thirty-two thousand four hundred dollars, 
payable in gold coin of the United States of America 
of the present standard of fineness and weight, in 
equal semi-annual payments on or before the first days 
of August and February in each year, beginning Au¬ 
gust 1st, 1896. It is understood that the rental paid 


Exh. C—Lease of People’s Pass. Ry. Co. and 445 
Peoples T. Co. to Union T. Co. of Phila. 

is to be applied in the first instance by Peoples (or by 
Union for it) for the purpose of meeting the interest 
on the collateral trust four per cent, bonds issued under 
the agreement entered into April 15th, 1893, between 
Peoples and the Pennsylvania Company for Insurances 
on Lives and Granting Annuities, and hereinbefore 
referred to as Exhibit Eleven. 

Two .— Union shall and will in addition to making 
the payments hereinbefore referred to as the assignee 
of Peoples make the following payments to or on ac¬ 
count of Peoples :— 

A. All taxes, charges, licenses, and assessments of 
every kind and description, now or hereafter lawfully 
imposed upon Peoples, or for which Peoples would 
otherwise in any way be liable or chargeable on account 
of its corporate existence, franchises, property, real or 
personal, cars, business, earnings, bonds, capital stock, 
dividends or profits or which Peoples shall be required- 
to pay on behalf of, or to retain from any stockholder 
by way of direct tax upon his shares or the income 
thereof. 

B. All necessary expenses for maintaining the cor¬ 
porate existence and organization of Peoples, includ¬ 
ing salary of secretary and treasurer and necessary 
clerks, and the procuring of proper office accommoda¬ 
tions. 

C. All taxes, charges, and expenses connected with 
the issue of both of the aforementioned issues of col¬ 
lateral trust four per cent, bonds. 

D. As additional rent for the premises herein de¬ 
mised by Peoples to Union the further sum of six hun¬ 
dred and eight thousand dollars, payable in gold coin 
of the United States of America of the present stand¬ 
ard of fineness and weight. A quarterly payment 
thereof to be made on or before the first day of Octo- 


446 Exh. C—Lease of People’s Pass. Ry. Co. and 
Peoples T. Co. to Union T. Co. of Pliila. 

ber, A. D. 1896, and thereafter equal semi-annual pay¬ 
ments shall be made on or before the first days of April 
and October in each year, beginning April, 1897. It is 
understood that the rental so paid is to be applied in 
the first instance by Union for the purpose of meeting 
the interest on the collateral trust four per cent, bonds 
issued under the agreement entered into October 1st, 
1895, between Union and the Pennsylvania Company 
for Insurances on Lives and Granting Annuities and 
hereinbefore referred to as Exhibit Thirteen, to the 
extent that shares of Peoples are on deposit under the 
terms hereof, and any failure of Union so to apply said 
rentals or to otherwise provide for meeting the inter¬ 
est on said collateral trust bonds shall immediately, 
ipso facto, work a determination of this lease. 

Three. —In addition to the regularly recurring 
payments hereinbefore referred to Union shall at its 
own cost and expense, at all times during the continu¬ 
ance of this lease, do all the paving, repairing, and re¬ 
paving of streets along which the track of any of 
the lines leased to or operated by Railway are now 
or hereafter may be laid which Railway or Peoples, 
by the terms of said leases and agreements or by any 
law or ordinance or for any other reason, will be re¬ 
quired to do. 

Four .—In certain of the leases, agreements, and 
indentures hereinbefore referred to Railway has obli¬ 
gated itself to re-deliver to certain of said railway 
companies, upon the termination of their respective 
leases, certain personal property therein specified, or 
to pay to said railway companies the value thereof as 
determined in advance and named in said leases. Said 
property, so delivered to Railway, is still on hand or 
has been renewed, or the proceeds of any sale thereof, 
if such has been made, have been reinvested in other 


Exh. C—Lease of People’s Pass. Ry. Co. and 447 
Peoples T. Co. to Union T. Co. of Phila. 

property intended to take the place of that sold, and in 
every case the property or its equivalent is delivered 
to Union under this lease, and is included in the in¬ 
ventory referred to in paragraph nine hereof. If Rail¬ 
way shall be required by any such lessor company to 
make such delivery of property, or to make such stipu¬ 
lated payment during the continuance of this present 
lease, it shall be the duty of Union to make said deliv¬ 
ery or to account for the same, or to make such pay¬ 
ment, being entitled to charge therefor against Peoples 
and Railway the amount so paid as an advance to them 
as hereinafter provided in paragraph seven, unless 
such termination shall have been occasioned prior to 
the expiration of the term by some default of Union, 
in which case there shall be no right of reimbursement. 

Five .— Union shall and will at all times hereafter 
during the continuance of this lease faithfully keep and 
perform each and every covenant, agreement, and un¬ 
dertaking which Railway has agreed to keep and per¬ 
form in each and every of said foregoing-recited leases, 
agreements, and indentures, hereby assuming and rati¬ 
fying the same, so that no termination of any of the 
said leases, agreements, or indentures at the option of 
any of said railway companies will be possible by rea¬ 
son of a failure to do any act or thing which Railway 
may have therein covenanted to do. 

Six .— Union shall assume and perform all execu¬ 
tory contracts of Peoples whether the same refer to 
the completion and equipment of the various lines of 
railway leased, operated, or controlled by it, or directly 
to the operation of the same. Union further agrees to 
assume and finish the work of fully equipping the en¬ 
tire railway system now operated by Railway with the 
trolley system as now contemplated by Peoples, and 
to pay forthwith all of the indebtedness of every de- 


448 Exh. C—Lease of People’s Pass. Ry. Co. and 
Peoples T. Co. to Union T. Co. of Phila. 

scription of Peoples and of Railway (excepting funded 
debt and the indebtedness due by Railway to Peoples), 
whether the same is liquidated, accrued, accruing, or 
to accrue, admitted, disputed, in suit or otherwise, and 
including all suits or claims for penalties or for dam¬ 
ages to business or property or growing out of any 
cause of action whatsoever arising or existing prior to 
the taking effect of this lease, and including all costs 
and expenses of any suit brought or to be brought 
thereon. 

Seven .—In addition to the equipment and tangible 
personal property used in connection with the ofjera- 
tion of the road which is turned over to Union by 
Railway and Peoples under the terms hereof, as here¬ 
inafter provided, Railway and Peoples shall assign 
and deliver to Union all their cash, book accounts, 
choses in action and claims for money of every descrip¬ 
tion, and all securities of every kind in their treasuries, 
and an account thereof shall be opened between Rail¬ 
way and Peoples on the one part and Union on the 
other. Union shall be charged with the amount of all 
said cash assets and the value of all said securities; 
it shall be credited with all payments made under para¬ 
graphs four and six hereof, and with any expenditures 
hereafter made for or on account of Railway or Peo¬ 
ples or of any of the said leased lines which would be 
properly chargeable to capital account. The account 
so stated shall not bear interest in favor of either 
party and shall be due and payable only upon the ter¬ 
mination of this lease. 

In stating the account between the parties hereto 
an apportionment shall be made as of the first day of 
July, 1896, of all accruing rentals, interest, dividends, 
taxes, license charges, and other yearly payments pay¬ 
able by Railway and Peoples. The account now due 


Exh. C—Lease of People’s Pass. Ry. Co. and 449 
Peoples T. Co. to Union T. Co. of Phila. 

by Railway to Peoples under the agreement of April 
12th, 1893, hereinbefore referred to as Exhibit Ten, 
shall not be affected in any way by this account. But 
the same shall not hereafter carry interest or be al¬ 
lowed any credits. 

Eight. —Union shall indemnify and save harmless 
Railway and Peoples from all loss, damage, claims, 
and liability of every description arising from or out 
of the management, use, or operation of the property 
herein demised, or from or by reason of anything that 
may be done by Union in the premises. Union shall 
defend all suits and actions which may be hereafter 
brought against Railway and Peoples for any cause of 
action, or pretended cause of action, which may here¬ 
after arise, and shall pay as well all costs and charges 
of said suits and the expense thereof, as all verdicts, 
judgments, recoveries, and decrees therein, and no 
charge whatever shall be made against Railway and 
Peoples for or on account of the same or any part 
thereof. Union shall further, at its own cost and ex¬ 
pense, bring such suits and actions as may be neces¬ 
sary to conserve and protect the rights of Railway and 
Peoples in and under all of the aforesaid leases, agree¬ 
ments, and indentures. 

Nine. —Union shall and will from time to. time, and 
at all times during the continuance of this lease, man¬ 
age and operate the railways and other property 
hereby demised in such manner as in the judgment of 
Union will tend to best develop the business of the 
system. 

It is the true intent and meaning of this agreement 
that the railway system herein demised by Railway 
and Peoples shall be, at all times, kept in the same 
general good repair and condition in which the same 
now is, or will be upon the completion of the contem- 


450 Exh. C—Lease of People’s Pass. By. Co. and 
Peoples T. Co. to Union T. Co. of Phila. 

plated improvements hereinbefore referred to, and 
fully equipped with the best and most improved equip¬ 
ment for operating the same. 

Union shall, at the expiration or other termination 
of the term hereby created, surrender all the property 
and premises to Bail way and Peoples in the same 
good order and condition in which they now are, with 
the streets upon which the lines are laid paved in the 
same good condition as they now are. But Railway 
and Peoples shall not be obliged to accept, by way of 
substitution, any property which shall not be deemed 
by them proper for its purposes and adaptable to the 
needs of the company. A full and correct description, 
inventory, and appraisement of the supplies, cars, and 
other rolling stock hereby demised, and of all the 
horses, tools, implements, machinery, harness, equip¬ 
ments, stable furniture, and such like property hereby 
demised, or intended so to be, shall be made by ap¬ 
praisers appointed in accordance with paragraph 
twelve hereof. A duplicate of the inventory and ap¬ 
praisement so made shall be delivered to each of the 
parties after having been identified by the signatures 
of the presidents of the parties hereto. It shall be the 
duty of Union on the determination of this lease, either 
by expiration of the term hereby created or by any 
sooner ending under the provisions hereof, to deliver 
to Railway and Peoples like or similar personal prop¬ 
erty of value equal to the amount of said inventory and 
appraisement as found by the appraisers as aforesaid, 
but the amount of said appraisement shall not in any 
manner enter into the account referred to in paragraph 
seven thereof. 

Ten. — Railway and Peoples shall each during the 
term hereby demised continue its corporate existence 
and organization. At all times, and from time to time 
furing the said term, when requested by Union, they 


Exh. C—Lease of People’s Pass. By. Co. and 451 
Peoples T. Co. to Union T. Co. of Phila. 

oacli shall and will put in force and exercise each and 
every lawful corporate power and do each and every 
lawful corporate act which either may at any time 
hereafter lawfully put in force or exercise to enable 
Union to enjoy, avail itself of, and exercise every right, 
franchise, and privilege in respect to the use, manage¬ 
ment, maintenance, extension, or improvement of the 
premises hereby demised or intended so to be, Union 
hereby agreeing to indemnify and save harmless each 
of said lessors against all expense, loss, damage, or lia¬ 
bility for such exercise of the corporate powers or per¬ 
formance of corporate acts, when exercised or done at 
the request of Union. Railway and Peoples will each 
do all that may be necessary to be done in the exercise 
of their respective franchises, by application to City 
Councils, and otherwise, to secure the proper advan¬ 
tage to Union of this contract. 

Eleven. —Union, keeping and performing the cove¬ 
nants herein contained upon its part to be kept and 
performed, shall and may, at all times, and from time 
to time, peaceably and quietly have, hold, use, and 
enjoy the demised premises, and every part and parcel 
thereof, with the appurtenances, without any manner 
of let, suit, trouble, or hindrance from Railway or 
Peoples, each of which parties shall and will, at any 
time hereafter, execute and deliver such further assur¬ 
ances as may be reasonably required fully to effectuate 
the objects and purposes of this indenture and more 
fully to cause to accrue unto Union the rights and 
privileges herein mentioned, accorded, and granted, or 
intended so to be. 

Twelve .—If any dispute shall arise between the 
parties hereto at any time in fixing the value of the 
assets which enter into the account mentioned in para¬ 
graph seven, or in making the inventory and appraise¬ 
ment referred to in paragraph nine, or in determining 


452 Exh. C—Lease of People’s Pass. Ry. Co. and 
Peoples T. Co. to Union T. Co. of Phila. 

whether or not any breach has occurred of any of the 
conditions of this lease, the matter shall be referred to 
and definitely adjusted by arbitrators or appraisers, 
one to be appointed by Union, another by Peoples and 
Railway, and a third to be appointed by the two so 
chosen; and in case either party shall refuse or neglect 
to appoint an arbitrator or appraiser for any purposes 
here mentioned after having received ten days’ notice 
to do so by the other party, then said appointment 
shall be made by the president judge of the Court of 
Common Pleas, No. 1, of Philadelphia County, upon 
petition duly made by the party claiming to be ag¬ 
grieved, which appointee, together with the appointee 
of the moving party, shall select third arbitrator and 
appraiser. But no forfeiture of this lease by Union 
shall work any change in the relations between Rail¬ 
way and Peoples as heretofore existing and as modi¬ 
fied by this agreement or lease. 

Thirteen .—If upon the expiration of the term 
hereby created or sooner determination hereof for any 
reason Union shall fail to deliver up to Peoples and 
Railway all of the premises and property demised and 
included or forming part of this lease and agreement, 
then and in either event it shall be lawful for Peoples 
and Railway to enter into and upon the hereby de¬ 
mised premises, or such as may be substituted in their 
place and form the subject of this lease, and take pos¬ 
session of the same, with the appurtenances and with 
all additions and improvements thereon, and upon such 
re-entry to remove all persons therefrom, and thence¬ 
forth to have, hold, possess, and enjoy, and take the 
same as of their respective former estates, and there¬ 
after all the estate and interest of Union in and to the 
same shall absolutely cease and determine, as though 
these presents had never been made: Provided, how¬ 
ever, That such re-entry shall not in any manner affect 


Exh. C—Lease of People's Pass. Ry. Co. and 453 
Peoples T. Co. to Union T. Co. of Phila. 

any claim of Peoples or Railway for rent accrued 
hereunder: And provided further, That any failure or 
continued failure of Peoples or Railway to enforce 
any of its rights under this lease shall not operate as 
a waiver of said rights or as an estoppel against them 
in the premises; but upon each and every breach of any 
condition or covenant by Union, Peoples and Railway 
shall be entitled to enforce their rights hereunder as 
promptly and thoroughly as though it were the first 
breach by Union of said covenant or condition, 
although the same or similar failures on the part of 
Union shall have been, from time to time, acquiesced 
in by Peoples or Railway. 

Fourteen. —As hereinbefore recited, Union, on Oc¬ 
tober 1st, 1895, obtained the control of the Philadel¬ 
phia Traction Company, of Electric, and of Peoples, 
the former by lease and the two latter by the purchase 
of a majority interest in the stock of the companies, 
which stock was deposited as collateral security for an 
issue of collateral trust four per cent, bonds, so that 
the former stockholders of Peoples and Electric be¬ 
came holders of the said bonds in lieu of the said stock. 
It is agreed that the equities between the said three 
consolidated companies were fixed upon the said first 
day of October, 1895, and that in case Union shall 
default in the case of the lease of the Philadelphia 
Traction Company, or in the payment of the interest 
on said collateral trust bonds, or in the payment of the 
rental herein provided for, the equities between the 
said three contracting parties shall be worked out and 
adjusted in the same manner as if this instrument had 
never been executed. 

In Witness Whereof, Each of the parties hereto 
hath caused its corporate seal to be hereto affixed, and 
the same to be attested by the signatures of its presi¬ 
dent and secretary, as of the day and year first above 
written. 


454 Exh. C — Exh. One, Lease of Green and 
Coates Sts. Phila. Pass. Ry. Co. 

EXHIBIT ONE. 

Lease of Green and Coates St. Philadelphia Passenger 
Railway Co. 

This Indenture, Made to take effect as of the first 
day of September, Anno Domini, one thousand, eight 
hundred and eighty-one (1881) Between “The Green 
and Coates Street Philadelphia Passenger Railway 
Company,” —(hereinafter called the Lessor,) of the 
first part and “The People’s Passenger Railway Com¬ 
pany,” —(hereinafter called the Lessee,) of the second 
part: 

Whereas the Board of Directors of the Lessee, on 
the eleventh day of August, 1881, passed Resolutions 
in the Avords and figures following: 

“Resolved: That the President, on behalf of this 
Company, be authorized to offer The Green and Coates 
Street Philadelphia Passenger Railway Company to 
lease its road for the term of nine hundred and ninety- 
nine years, from September 1st, 1881, subject to the 
following conditions: 

“I. As its agent to pay to and distribute among 
its Stockholders entitled to receive the same on the 
first days of October, January, April and July, in each 
year, the sum of one dollar and a half, on each share 
of stock, to the amount of ten thousand. To secure 
certainty, a list of Stockholders shall be furnished by 
the Secretary of the Lessor, thirty days before each 
quarterly payment; or to pay to the Treasurer of the 
said Company, on the twenty-ninth days of September, 
December, March and June, as the Directors of The 
Green and Coates Street Philadelphia Passenger Rail- 
\vay Company may determine, the sum of fifteen thou¬ 
sand dollars. 

‘ ‘ II. To pay to The Real Estate Title Insurance 



Exh. C — Exh. One, Lease of Green and 455 
Coates Sts. Phila. Pass. Ry. Co. 

Company, of Philadelphia, or such other Trust Com¬ 
pany, or the Treasurer, as The Green and Coates 
Street Philadelphia Passenger Railway Company by 
its Directors shall designate, the sum of three thou¬ 
sand dollars on the fourth days of July and January 
in each year, so long as any Bonds of The Green and 
Coates Street Philadelphia Passenger Railway Com¬ 
pany remain unpaid. 

“III. To pay to such Trust Company as in Clause 
second, for seventeen continuous years, on the fifteenth 
day of July, in each year, the sum of five thousand dol¬ 
lars, to redeem one hundred thousand dollars of bonds, 
now outstanding and maturing July 15th, 1898. 

“IV. To pay all taxes and charges assessed upon 
its bonds, capital stock, real and personal estate, and 
dividends, now, or hereafter lawfully imposed, license 
fees for each car run, and the interest and principal 
of the existing Mortgages on real estate and the 
arrears of ground rent issuing thereout, and any sum 
which may be recovered in any existing suit, including 
the costs and counsel fees. 

“V. To pay at the end of the Lease, or upon its 
sooner determination, such valuation of its personal 
property as may be made by two appraisers, appointed 
by its President. 

“VI. To pay on the first days of January and July 
of each year, the sum of five hundred dollars. 

“VII. To pay to such Trust Company as in Clause 
second, on the execution of a Lease authorized by the 
Stockholders of each Company, the sum of thirty thou¬ 
sand dollars, which shall remain as a deposit, at least 
five years, and for a longer time if the Directors of 
The Green and Coates Street Philadelphia Passenger 
Railway Company shall determine, to ensure the fulfill¬ 
ment of the money covenants of the Lease, but at the 
end of five years, if The Green and Coates Street Phila- 


456 Exh. C — Exh. One, Lease of Green and 
Coates Sts. Phila. Pass. Ry. Co. 

delphia Passenger Railway Company shall so deter¬ 
mine, the said Trust Company shall draw upon said 
deposit to meet the payments accruing under Clause 
first, or shall be paid to the Treasurer of The Green 
and Coates Street Philadelphia Passenger Railway 
Company for said purpose, it being understood that 
this Company will execute a Lease with provisions to 
secure its fulfillment, or its forfeiture, if there shall be 
a default, as counsel may determine. 

“VIII. To maintain insurances on the real and 
personal estate leased, equal, at least, to the insurances 
at present existing thereon. 

“IX. In consideration of the execution of a Lease 
carrying out the foregoing conditions, the stock in feed 
and materials on hand shall be that of the Lessee, with¬ 
out any liability to pay anything on account hereof; and 
said Lessee shall receive the sum of ten thousand dol¬ 
lars as cash on hand, as of September 1st, 1881, if after 
the payment of all liabilities then due, such sum shall 
exist. If the Lessee shall for any reason, not take pos¬ 
session on that date, the money account at the time of 
taking possession shall be adjusted on the same basis 
thereto. 

“Resolved: That a meeting of the Stockholders of 
this Company be held on the seventh day of Septem¬ 
ber, 1881, at 12' o’clock, noon, at the office of this Com¬ 
pany to consider the propriety of leasing the road of 
The Green and Coates Street Philadelphia Passenger 
Railway Company, as authorized by this Board at its 
meeting of this date, August 11th, 1881.” 

And Whereas the Board of Directors of the Les¬ 
sor, on the fifteenth day of August, 1881, upon con¬ 
sideration of the foregoing Resolutions, did resolve 
in the words and figures following: 

“It was Resolved: That the offer of The People’s 
Passenger Railway Company be accepted, and that a 


Exk. C — Exh. One, Lease of Green and 457 
Coates Sts. Phila. Pass. Ry. Co. 

meeting of the Stockholders of this'Company be held 
on the eighth day of September, 1881, to consider the 
propriety of affirming the action of this Board in ac¬ 
cepting said 'offer. ’ ’ 

And Whereas pursuant to the call of the Lessee, 
a meeting of its Stockholders was held at its office, 
on the seventh day of September, 1881, at which meet¬ 
ing, it was by the said Stockholders, upon full con¬ 
sideration, resolved in words and figures following: 

(t Resolved: That the Lease of The Green and 
Coates Street Philadelphia Passenger Railway Com¬ 
pany of its property, franchises, etc., to this Company, 
approved, made and accepted by the Directors of this 
Company, September seventh, 1881, is hereby ratified, 
approved and confirmed, and the President is author¬ 
ized to execute the same and affix the corporate seal 
of this Company thereto, and the Secretary to attest 
the same.” 

And Whereas, pursuant to the call of the Lessor, 
a meeting of its Stockholders was held at its office, on 
the eighth day of September, 1881, to whom the reso¬ 
lutions aforesaid were communicated, and who did 
then resolve as follows: 

“It is Resolved: That the action of the Directors 
of this Company, in accepting the offer of The Peo¬ 
ple’s Passenger Railway Company to lease the Road 
of this Company, be approved and ratified, and that 
the form of Lease read at this meeting, be adopted 
and entered upon the minutes, and that the proper 
officers of this Company are hereby authorized to ex¬ 
ecute the said Lease in duplicate and affix thereto the 
corporate seal of this Company.’ 

And Whereas the Lease made, accepted, and con¬ 
firmed by the respective Directors and Stockholders 
of the Lessor and Lessee is in the identical words and 
figures of this present Indenture of Lease. 


458 Exit. C — Exli. One, Lease of Green and 

Coates Sts. Phila. Pass. Ry. Co. 

Now, Therefore, this Indenture Witnessetli, That 
the Lessor, for and in consideration of the covenants 
on the part of the Lessee to be kept and performed, 
hath granted and demised, and by these presents, doth 
grant and demise unto the Lessee, its successors and 
assigns, all and Singular the Railroad now owned and 
operated by the Lessor, and all Railroads at any time 
hereafter located, constructed, extended, or controlled 
by the Lessor, together with all and every the sidings, 
appurtenances, railways, rights of way, depot- 
grounds, lands and tenements, stables, shops and other 
structures of every kind and description, and all har¬ 
ness, horses, mules and live stock, and equipment, and 
stable furniture, cars, sleighs, wagons and other 
vehicles, and generally all the personal property be¬ 
longing to and possessed by the Lessor, and all rights, 
privileges and franchises connected with or relating to 
the said demised railroads, or any part thereof, or 
to the construction, maintenance, use, re-location or 
operation of the same as fully, and entirely as the 
same is now, or may be hereafter vested in the Lessor. 
Saving and reserving, however, the franchise to be a 
corporation, and any other right or privilege which 
is or may be necessary to preserve the corporate ex¬ 
istence or organization of the Lessor. 

To have and to hold the said railroads, with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, aforesaid, unto the Les¬ 
see, its successors and assigns, from the first day of 
September, one thousand eight hundred and eighty- 
one, (1881), for and during the full term of nine hun¬ 
dred and ninety-nine, (999) years, thence next en¬ 
suing, to be fully completed and ended; subject as to 
the said term to the stipulations and covenants rela¬ 
tive to forfeiture, hereinafter contained. 


Exh. C — Exh. One, Lease of Green and 459 
Coates Sts. Phila. Pass. Ry. Co. 

In Consideration, Whereof, the Lessor and the 
Lessee, each for itself, its successors and assigns, do 
covenant with each other, its successors and assigns, 
as follows, that is to say: 

First .—That the Lessee shall have the exclusive 
right to run the cars on the said railroads hereby de¬ 
mised. 

Second .—That the Lessee shall have and possess 
all of the cars, harness, horses and other personal 
property, now in use by the Lessor, on its own road, 
and on any road, or part thereof, now operated, or 
used by it. 

Third .—That the Lessee, as agent for the Lessor, 
shall pay to and distribute among the Stockholders of 
the Lessor, entitled to receive the same, on the first 
days of October, January, April and July in each year, 
the sum of one dollar and a half on each share of stock 
to the amount of ten thousand, (10,000) shares of such 
stock; and to secure certainty, a list of Stockholders 
of the Lessor, shall be furnished by the Secretary of 
the Lessor, thirty (30) days before each quarterly pay¬ 
ment, or the Lessee shall pay to the Treasurer of the 
Lessor, on the twenty-ninth days of September, De¬ 
cember, March and June, as the Directors of the Les¬ 
sor may determine, the sum of fifteen thousand, 
(15,000) dollars. 

Fourth .—That the Lessee shall pay to The Real 
Estate Title Insurance Company of Philadelphia, or 
to such other Trust Company, or to the Treasurer of 
the Lessor, as the Lessor, by its Directors, shall desig¬ 
nate the sum of three thousand, (3,000) dollars, on the 
tenth days of July and January in each year, so long 
as any existing Bonds of the Lessor shall remain un¬ 
paid. 


460 Exli. C — Exh. One, Lease of Green and 
Coates Sts. Phila. Pass. Ry. Co. 

Fifth .—That the Lessee shall pay to such Trust 
Company, as in Clause fourth, lastly above hereof, for 
seventeen (17) continuous years, or for such fewer or 
greater number of continuous years as it shall be 
necessary to make such payments to redeem the said 
existing Bonds of the Lessor, on the fifteenth day of 
July in each year, the sum of five thousand, (5,000) 
dollars, to redeem one hundred thousand, (100,000) 
dollars of Bonds issued by the Lessor now outstand¬ 
ing, and maturing on the fifteenth day of July, one 
thousand eight hundred and ninety-eight, (1898). 
Which said payments of five thousand (5,000) dollars 
each, when and as received, shall be invested in good 
legal securities, satisfactory to, and changeable as 
often as required by the Lessor, or in the purchase 
of the said Bonds of the Lessor, as and when the Les¬ 
sor shall so require, and the interest or income 
thereof, as received, whether from the good legal se¬ 
curities, or from the Bonds of the Lessor purchased as 
aforesaid, shall be invested in the like securities, or 
Bonds as aforesaid, and thereafter regularly com¬ 
pounded for, and towards the redemption of the Les¬ 
sor's said Bonds, maturing as aforesaid. And which 
said payments of five thousand, (5,000) dollars, or so 
many thereof as shall then be paid, and all invest¬ 
ments, accumulations and compoundings thereof, in 
case of any default under this Lease, shall revert to, 
and become the absolute property of the Lessor, with¬ 
out any credit, set off, or account therefor under this 
Lease or otherwise. 

Sixth .—That the Lessee shall assume and pay all 
taxes, charges and assessments, now or hereafter 
lawfully imposed upon the Lessor’s existing bonds, 
capital stock, real and personal property and future 
dividends; also, all license fees for each car run; also, 


Exh. C-—Exh. One, Lease of Green and 461 
Coates Sts. Phila. Pass. Ry. Co. 

the interest, taxes and principal of the existing mort¬ 
gages on real estate of the Lessor, according to the 
tenor of the same mortgages, and the accrued and~the 
accruing ground rent issuing out of the said real es¬ 
tate, and, also any sum which may be recovered in 
any existing suit, or cause of suit against the Lessor, 
including all costs and counsel fees. 

Seventh. —That the Lessee shall from time to 
time, and at all times during the continuance of this 
Lease, keep the entire road and all property passing 
hereunder, in good order and repair, supply, replace 
and refurnish everything that may be lost, worn-out, 
or otherwise disappear or become useless and unavail¬ 
able, or from any cause become depreciated in value; 
maintain insurances in reliable insurance companies 
on all the real and personal property, comprising at 
any time, the demised premises, in an amount or 
amounts equivalent and approximate, at least, to the 
insurances at present existing thereon, and at the end 
of this Lease, however occurring, surrender the de¬ 
mised premises in the condition herein particularly 
provided for. 

Eighth. —That the Lessee, shall, at the end of this 
Lease, whether the said end shall accrue by the lapse 
of the term hereby created at its full expiration, or 
by the forfeiture of this Lease under any of the stipu¬ 
lations as to default, deliver to the Lessor, the num¬ 
ber of horses, sets of harness and cars, and all other 
property passing to the Lessee hereunder, or compris¬ 
ing the demised property at the time of such delivery, 
or pay the value thereof, as provided for hereinafter 
in Clause eleventh hereof. 

Ninth. —That the Lessee shall forfeit all rights 
and privileges, if default shall be made by it for the 
space of sixty (60) days in any of the covenants and 


462 


Exit. C — Exit. One, Lease of G^een and 
Coates Sts. Phila. Pass. Ry. Co. 

stipulations contained or referred to in any of the 
clauses of this Lease. 

Tenth. —That the Lessee shall pay to the Lessor, 
on the first days of January and July, of each year, 
the sum of five hundred (500) dollars, to defray the 
expense incurred in maintaining and preserving the 
corporate organization of the Lessor. 

Eleventh .—That the Lessee shall pay the sum of 
four hundred and eighty-one thousand, seven hundred 
and twenty-one dollars and sixty-five cents ($481,- 
721.65) to the Lessor at the end of this Lease, no 
matter how occurring, which sum is the ascertained 
value under the eighth Clause lastly above hereof, un¬ 
less the horses, sets of harness and cars, and other 
property, real and personal hereby demised, are de¬ 
livered and yielded up to the Lessor cotemporane- 
ously with the end of this Lease as aforesaid. 

Twelfth. —That the Lessee shall pay to such Trust 
Company as in Clause fourth, lastly above hereof, on 
the execution of this Lease, the sum of thirty thousand, 
(30,000) dollars, which shall remain as a deposit for 
at least five (5) years, and for a longer time, not ex¬ 
ceeding in all fifteen (15) years, if the Directors of 
the Lessor shall so determine, (subject to the pro¬ 
visions hereinafter contained in cases of default), to 
insure the fulfilment of the money and other covenants 
of this Lease; but at the end of five (5) years from 
the date of such deposit, if the Lessor shall so de¬ 
termine, and at all events, within (15) fifteen years 
thereafter, the said Trust Company shall draw upon 
the said deposit and appropriate the same to make 
payments accruing under Clause third, lastly above 
hereof, or the said deposit, at the option of the Lessor, 
shall be paid to the Treasurer of the Lessor, for the 
same purpose. And until default shall be made by 


463 


Exh. C — Exh. One, Lease of Green and 
Coates Sts. Phila. Pass. Ry. Co. 

the Lessee in any of the covenants contained in this 
Lease, the custodian for the time being, of the said 
deposit of thirty thousand, (30,000) dollars shall in¬ 
vest, and from time to time reinvest the same in good 
legal securities, satisfactory to, and changeable 'as 
often as required by the Lessor, and the income arising 
therefrom, when, and as received shall enure to, be re¬ 
ceived by and become the exclusive property of the 
Lessor without any credit, set-off, or account therefor 
under this Lease, or otherwise. And if default shall 
meanwhile be made by the Lessee in any of the cove¬ 
nants and stipulations contained in this Lease, the said 
deposit of Thirty thousand (30,000) dollars and all 
income due, or accumulated thereon, shall pass to and 
become the exclusive property of the Lessor, as 
liquidated damages sustained by it, in addition to any 
other damages, costs, charges, or expenses, it may in¬ 
cur by reason of any default under, or incident to this 
Lease. 

Thirteenth .—That in consideration of the execu¬ 
tion of this Lease, the stock in feed and materials on 
hand of the Lessor shall become the absolute property 
of the Lessee, if it shall take possession of the demised 
premises, without any liability to pay anything on ac¬ 
count thereof, and the Lessee shall receive from the 
Lessor, the sum of ten thousand (10,000) dollars as 
cash on hand, tas of the first day of September, one 
thousand, eight hundred and eighty-one, (1881), if 
after the payment of all its liabilities then due such 
sum shall exist. If the Lessee shall for any reason, 
not take possession of the demised premises on that 
date, the money account at the time of taking posses¬ 
sion shall (subject to the stipulation hereinafter con¬ 
tained, limiting the time for taking such possession,) 
be adjusted on the same basis thereto. If, however, 
the Lessee shall neglect to take possession of the de- 


464 Exh. C — Exli. One, Lease of Green and 

Coates Sts. Phila. Pass. Ry. Co. 

misecl premises on or before the fifth day of October, 
one thousand, eight hundred and eighty-one, (1881), 
at three o’clock in the afternoon, or neglect to take 
possession on or before the fifth day of December, 
1881, in case legal proceedings instituted before the 
fifth day of October, 1881, shall prevent the Lessee 
from taking possession on or before the said 
date in October, 1881, then in either event this 
Lease, as to the Lessee, at the option of the Lessor, 
shall immediately thereafter cease and determine, and 
time in this case—as also in all other cases of default 
under this Lease—is understood and agreed to be of the 
essence of the contract, and not to be relieved against; 
and thereupon all and singular the remedies provided 
in this Lease, incident to other cases of default, shall 
relate and be applicable to this default, and available 
as such by the Lessor. 

Fourteenth. —That the Lessee shall assume, honor 
and redeem all outstanding tickets sold or issued by 
the Lessor, previously to the Lessee taking possession 
under this Lease, without the Lessee demanding or 
being entitled to any payment, offset or credit therefor, 
from or against the Lessor. 

Fifteenth. —That the Lessee shall not occupy or 
use, or permit to be occupied or used, the demised 
premises, otherwise than as, and incident to the proper 
uses of a passenger railway, nor shall the Lessor’s 
Bonded indebtedness, or capital stock be increased, 
nor shall the demised premises be in any way mort¬ 
gaged, pledged, or made the subject of further or 
additional indebtedness, without the mutual consent 
and approval of the Board of Directors of the Lessor 
and the Lessee; nor shall the Lessee assign the term 
hereby created, or underlet the demised premises, with¬ 
out the written consent of the Lessor, signified by a 


Exh. C — Exh. One, Lease of Gretfn and 465 
Coates Sts. Pliila. Pass. Ry. Co. 

Resolution of its Directors; and it is hereby agreed and 
provided, that any lawful levy, or sale on execution, or 
other legal process, and also any assignment, or sale 
in bankruptcy, or insolvency, or under any other com¬ 
pulsory procedure, shall be deemed and taken to be an 
assignment within the meaning of this Lease. 

And it is further covenanted by the parties hereto, 
that in the event of the default occurring, specified in 
Clause ninth, lastly above hereof, then this Lease, at 
the option of the Lessor, its successors or assigns, to 
be signified by a Resolution of its Board of Directors, 
shall at once cease and determine, and the Lessor, its 
successors, or assigns, shall be entitled to re-enter and 
take possession of the said railroads and demised 
premises, with the appurtenances, corporate rights 
and franchises, and all additions and improvements 
thereon, and shall and may demand all moneys then 
in arrear and unpaid. 

And upon such forfeiture, and upon the Lessor 
actually taking possession of the demised premises, 
the Lessee shall be released from all liabilities accru¬ 
ing subsequently to the Lessor’s actual re-entry and 
possession; and also from the payment of the sum 
specified in Clause eleventh, lastly above hereof, if it 
shall be found that the Lessor has sustained no loss 
or damage, or been put to no costs or expenses, by 
reason of any default of the Lessee. 

And it shall be competent for any attorney of this 
State to appear on behalf of the Lessee, for which this 
shall be a sufficient warrant, and confess judgment 
against it, (without stay of execution by entry of bail, 
or otherwise, and with waiver and release of all errors 
and defects), in favor of the Lessor in the sum named 
in the said Clause eleventh, lastly above hereof, if the 
same shall not be paid within thirty (30) days after 


466 Exh. C — Exh. One, Lease of Green and 
Coates -Sts. Phila. Pass. Ry. Co. 

notice to the Lessee of the passage of the Resolution 
signifying the Lessor’s option to determine this Lease 
as aforesaid. 

And also, when this Lease shall be so determined 
by forfeiture and notice as aforesaid, and when the 
term hereby created shall have expired by its own lim¬ 
itation, it shall also be competent for any such attor¬ 
ney to appear for the Lessee in any actions or suits 
by him brought for the recovery of the demised prem¬ 
ises, and therein confess judgment against it in favor 
of the Lessor, without stay of execution, and with 
waiver and release as aforesaid, and without any writ 
of error, or objection, or exception, by the Lessee, pro¬ 
vided that the Lessor shall first cause to be filed in 
any proceeding, action or suit hereunder, an affidavit 
made by some one on its behalf, setting forth the facts 
necessary to authorize the entry of such judgment, ac¬ 
cording to the terms of this Lease, of which facts, such 
affidavit shall be conclusive evidence, and if a true 
copy of this Lease shall be annexed to such affidavit, 
it shall not be necessary to file the original as a war¬ 
rant of attorney, any rule of court to the contrary 
notwithstanding. But no such determination of this 
Lease by notice, re-entry or otherwise, shall operate 
to relieve the Lessee from liability in damages, for the 
breach of any covenant herein contained, or otherwise 
howsoever, then existing. 

And it is further covenanted by the parties hereto, 
that if any differences shall arise between them in 
relation to the construction of this Lease, of the due 
performance of any covenant, (except those herein 
specially provided for in the third, fourth, fifth and 
sixth Clauses, lastly above hereof), the said parties 
shall each select a person of skill and experience in 
railway management, and these two shall select a 


Exh. C — Exh. One, Lease of Green and 467 
Coates Sts. Phila. Pass. By. Co. 

third, and the three so chosen shall hear and decide 
such differences, and the award of a majority shall 
be final and conclusive upon both parties. In case 
either party shall fail to select a person for a period 
of ten (10) days after a request in writing delivered 
to the President of the party in default, then the per¬ 
son appointed by the party not in default, shall select 
a person for the defaulting party, and those two shall 
proceed as herein provided, in case of no default in 
the selection of arbitrators as aforesaid. 

In Witness Whereof, each of the parties hath 
caused its corporate seal to be hereto affixed, and the 
same to be attested by the signatures of their respec¬ 
tive Presidents and Secretaries, as of the day and 
year first herein before written. 

HOWARD A. STEVENSON, 
(Corporate) President of The Green and Coates 

( Seal ) St. Philad’a. Pass. Railway Co. 

Signed, Sealed and Delivered 
in the presence of us: 

Feed. B. Vogel, 

Bexj. C. Satterthwaite, 

Lisle Stokes. 

Attest: 

Geo. Bartalott, 

Secretary of G. and C. St. P. P. R. W. Co. 

GEORGE F. WORK, 

(Corporate) President of The People’s Pas- 

( Seal -) senger R. W. Co. 

Attest: 

Thomas S. Harris, 

Secretary of the People’s P. R. W. Co. 


468 Exh. C — Exh. One, Lease of Green and 

Coates Sts. Phila. Pass. By. Co. 

On the fifteenth day of September, Anno Domini, 
1881, before me, the subscriber, a Notary Public for 
the Commonwealth of Pennsylvania, residing in the 
City of Philadelphia, personally appeared George 
Bartalott, Secretary of “The Green and Coates 
Streets Philadelphia Passenger Railway Company/’ 
who, being duly sworn, said that he was present and 
saw Howard A. Stevenson, President of the said 
“The Green and Coates Streets Philadelphia Pas¬ 
senger Railway Company/’ sign, seal and deliver the 
foregoing written Indenture of Lease as his act and 
deed, and by order of the said Company as the act 
and deed of the said Company, and did also see him, 
the said President, affix the seal of the said Company 
thereto, by virtue of the authority vested in him, and 
deliver the same as the act and deed of the said Com¬ 
pany, and desired the same might be recorded as such, 
and that the seal so affixed is the corporate seal of 
the said Company, and that he, the said George Barta¬ 
lott, Secretary aforesaid, subscribed his name as the 
Secretary of the said Company in attestation of the 
due execution and delivery of the said Indenture of 
Lease. 

GEO. BARTALOTT, 
Secretary of The G. & C. P. P. B. W. Co. 

Sworn to and subscribed before me, the day and 
year aforesaid. 

Witness my hand and Notarial Seal. 

Lisle Stokes, 

[Notarial Seal.] Notary Public. 


On the fifteenth day of September, Anno Domini, 
1881, before me, the subscriber, a Notary Public for the 
Commonwealth of Pennsylvania, residing in the City 
of Philadelphia, personally appeared Thomas S. Har- 


Exh. C — Exh. One, Lease of Green and 469 
Coates Sts. Phila. Pass. By. Co. 

ris, Secretary of “The People’s Passenger Railway 
Company,” who, being duly sworn, said that he was 
present and saw George F. Work, President of the 
said “The People’s Passenger Railway Company,” 
sign, seal and deliver the foregoing written Indenture 
of Lease as his act and deed, and by order of the said 
Company as the act and deed of the said Company, 
and did also see him, the said President, affix the seal 
of the said Company thereto by virtue of the authority 
vested in him, and deliver the same as the act and deed 
of the said Company, and desired the same might be 
recorded as such, and that the seal so affixed is the 
corporate seal of the said Company, and that he, the 
said Thomas S. Harris, Secretary aforesaid, subscribed 
his name as the Secretary of the said Company in at¬ 
testation of the due execution and delivery of the said 
Indenture of Lease. 

THOMAS S. HARRIS, 
Secretary People’s Passenger Railway Co. 

Sworn to and subscribed before me, the day and 
year aforesaid. 

Witness my hand and Notarial Seal. 

Lisle Stokes, 

[Notarial Seal.] Notary Public. 


Recorded in the Office for Recording of Deeds, 
&c., in and for the City and County of Philadelphia, 
in Deed Book, L. W., No. 178, page 474, &c. 

Witness my hand and Seal of Office, this fifteenth 
day of September, A. D. 1881. 

LOUIS WAGNER, 
Recorder of Deeds. 


[Official Seal.] 


470 Exh. C — Exh. Two, Gtn. Pass. Ry. Co. 


EXHIBIT TWO. 

Germantown Passenger Railway Company. 

This Indenture, Made this thirteenth day of Octo¬ 
ber, in the year one thousand eight hundred and eighty- 
one, between The Germantown Passenger Railway 
Company, a corporation created by and existing under 
the Laws of the Commonwealth of Pennsylvania (here¬ 
inafter called the Lessor), party of the first part, and 
The People’s Passenger Railway Company, also a 
corporation created by and existing under the Laws of 
the Commonwealth of Pennsylvania (hereinafter called 
the Lessee), party of the second part. 

Whereas, The railroad of the lessor and that of 
the lessee are connected with each other, and the said 
parties, in pursuance of the Act of Assembly in such 
case made and provided, and every other power and 
authority them in that behalf enabling, have agreed 
that the railroad and property of the lessor shall be 
leased to the lessee, and shall be used and operated by 
the said lessee upon the terms and conditions herein¬ 
after set forth. 

And Whereas, At a meeting of the Board of Di¬ 
rectors of the said lessor, held on the thirteenth day 
of October, A. D. 1881, the present form of lease was 
submitted, and thereupon it was 

“Resolved, That the draft or form of lease, and 
the stipulations and covenants therein contained, be 
adopted and approved, and that the same be submitted 
to a meeting of the stockholders of this company, called 
for its ratification and approval, and when so ratified 
and approved the President and Secretary be and they 
are hereby authorized to sign the said lease and affix 
the corporate seal of this company thereto, and duly 
acknowledge, deliver, and record the same.” 


Exh. C — Exh. Two, Gtn. Pass. Ry. Co. 471 

And Whereas, At a meeting of the stockholders 
of the lessor, duly called and held at the office of the 
company in the city of Philadelphia, on the seven¬ 
teenth day of October, A. D. 1881, at 3 o'clock, P. M., 
said lease was submitted; and upon due consideration 
thereof it was 

Resolved, That said lease, and the covenants and 
stipulations therein contained, be approved and rati¬ 
fied, and that the President and Secretary of this 
company be and they are hereby authorized to sign 
said lease and affix the corporate seal of this company 
thereto, and acknowledge and deliver the same." 

And Whereas, At a meeting of the Board of Direc¬ 
tors of the lessee, held on the fourteenth day of Octo¬ 
ber, A. D. 1881, the present form of lease was sub¬ 
mitted ; and thereupon it was 

“Resolved, That the draft or form of lease, and 
the stipulations and covenants therein contained, be 
adopted and approved, and that the President and 
Secretary be and they are hereby authorized to sign 
said lease and affix the corporate seal of this company 
thereto, and acknowledge and deliver the same when 
approved by the stockholders of this company." 

And Whereas, At a meeting of the stockholders 
of the said lessee, duly called and held at the office of 
the company, in the city of Philadelphia, oh the nine¬ 
teenth day of October, A. D. 1881, the present lease 
was submitted; and after due consideration it was 

“Resolved, That the draft or form of lease, and 
the covenants and stipulations therein contained, be 
ratified and approved, and that the President and Sec¬ 
retary be and they are hereby authorized to sign the 
said lease and affix the corporate seal of this company 
thereto, and acknowledge and deliver the same." 


472 


Exh. C — Exh. Two, Gtn. Pass. Ry. Co. 


Now this Indenture Witnesseth, That the lessor, 
for and in consideration of the premises, the rent re¬ 
served, and the covenants and agreements on the part 
and behalf of the said lessee to be by it kept and per¬ 
formed as hereinafter mentioned, have granted, de¬ 
mised, and leased, and by these presents do grant, de¬ 
mise, and lease nnto the said lessee all and singular 
the railroad or railroads now owned and operated by 
the said lessor, and all railroads at any time hereafter 
located, constructed, extended, acquired, or controlled 
by the said lessor, together with all and every the sid¬ 
ings, appurtenances, railways, rights of way, depots, 
depot grounds, lands, tenements, stables, shops, and 
other structures of every kind and description; and all 
harness, horses, and live-stock, equipments and stable 
furniture, cars, sleighs, wagons and other vehicles; and 
all other property, real and personal, of whatsoever 
kind and wheresoever situate; and all the franchises, 
rights, and privileges of the said lessor, connected with 
or appurtenant to the said demised railway or any part 
thereof, or to the construction, maintenance, use, relo¬ 
cation or operation of the same. 

Provided Always, Nevertheless, and it is expressly 
understood and agreed, that nothing herein contained 
shall be deemed and taken in any manner to effect the 
right of corporate existence of the said lessor, or such 
powers or franchises of which the exercise may from 
time to time be necessary to protect the interests of its 
stockholders, according to the true intent and meaning 
of these presents. 

To have and to hold the said railroad, with the 
appurtenances, property, real and personal, corporate 
rights and franchises, as aforesaid, unto the said lessee 
for and during the full term of nine hundred and 
ninety-nine years, from and including the first day of 


Exh. C — Exh. Two, Gtn. Pass. By. Co. 473 

October, A. D. eighteen hundred and eighty-one, nnless 
the said term be ended and determined sooner, as 
hereinafter provided. It being understood and agreed, 
that as to the said estate and interest of the said lessee 
under this lease, the determination and ending hereof, 
are under and subject to the covenants and stipulations 
hereinafter contained. 

In Consideration Whereof, the said lessor and the 
said lessee, each for itself and its successors, do cove¬ 
nant to and with each other, as follows: 

First .—That the lessee shall have the right to use 
all the cars, horses, and all other personal property 
of the lessor of every kind and description as long as 
this lease shall continue undetermined, and for this 
purpose the same shall be transferred and delivered to 
the said lessee, and it shall have the right to run the 
cars upon the railroad authorized by the charter of 
the said lessor, or upon any other railroad or any por¬ 
tion of any other road, by virtue of any lease, license, 
or contract of said lessor with any other company. 

Second. —The said lessee shall, and will as long 
as this lease shall continue and remain undetermined, 
pay into The Guarantee Trust and Safe Deposit Com¬ 
pany the yearly rent or sum of one hundred and thirty- 
five thousand dollars, said rent to be paid in quarterly 
payments, that is to say, on the first Mondays of Jan¬ 
uary, April, July, and October, in each and every year 
during said term, the sum of thirty-three thousand 
seven hundred and fifty dollars, the first payment to be 
made on the first Monday of January, A. D. 1882; said 
payments to be free and clear of and from all taxes, 
charges, and assessments whatsoever now existing or 
hereafter to be imposed by lawful authority upon the 
said lessor, its franchises and property. 


474 Exh. C — Exh. Two, Gtn. Pass. Ry. Co. 

It Being Further Understood and Agreed that such 
rent shall he converted into dividends, and, immedi¬ 
ately npon its receipt by the said Guarantee Trust and 
Safe Deposit Company, divided among the stockhold¬ 
ers of the lessor as dividends, and shall he used for no 
other purpose; and in order to secure the individual 
interest of each stockholder of the said lessor in and 
to said rent as a dividend, the right is hereby given 
to each and every stockholder to prosecute such suit 
or suits as may be necessary in the premises to re¬ 
cover his proportionate share thereof, using, if neces¬ 
sary, the name of the said lessor. Provided, however, 
that in order to avoid multiplicity of suits, in case any 
suit is brought, any other stockholder or stockholders 
may join in said suit, and such suit shall be prosecuted 
for the benefit of each and every party so uniting. 

Third .—That the said lessee shall and will, as long 
as this lease shall continue and remain undetermined, 
pay, satisfy, and discharge all assessments, taxes, 
license fees on cars, charges of Trustee and charges 
that shall or may be lawfully assessed or imposed upon 
the said lessor by any authority whatsoever on the 
franchises, property, real and personal, earnings, or on 
the existing capital stock, its dividends or bonds of the 
lessor, or on the business of said demised premises or 
in any way arising therefrom or to which the said 
lessor would have been subject if this lease had not 
been made and it had remained in possession of the 
demised premises and had operated the same. And 
the said lessee shall also assume, pay, satisfy, and dis¬ 
charge the principal and interest of any mortgage, as 
well as any ground rents on any of the real estate 
herein demised whenever the same may be due and 
payable, unless the time for paying the same be ex¬ 
tended. 


Exh. C — Exh. Two, Gtn. Pass. Ry. Co. 475 

Fourth .—That said lessee shall, on the first days 
of June and December in each and every year, until 
the existing entire bonded indebtedness of the lessor 
has been paid, pay to the Guarantee Trust and Safe 
Deposit Company the sum of two thousand five hun¬ 
dred dollars, making the annual payment of five thou¬ 
sand dollars; said sums, with the accumulation of inter¬ 
est, to be used to pay oft the bonds of the lessor due 
June 1st, A. D. 1884, and amounting to sixty-seven thou¬ 
sand five hundred dollars; and also to pay oft the bonds 
of the lessor due October 1st, 1899, amounting to one 
hundred and sixty thousand dollars, the said sum to be 
used in the purchase of said bonds at par, and if they 
cannot be so purchased, then the sum to be invested 
so that the principal of said bonds shall be paid and 
the mortgages made to secure the same satisfied; and 
the said semi-annual sums so paid and the accumula¬ 
tions thereof, in case of a default or a failure to per¬ 
form the covenants herein contained, and the deter¬ 
mination and ending of this lease by reason thereof, 
as hereinafter provided, shall be a part of the liqui¬ 
dated damages for such default or breach of covenant, 
and shall become the absolute property of the lessor 
without any credit, set-off, or account therefor under 
this lease. It is, however, expressly understood and 
a greedy that when the said bonds become due and pay¬ 
able at the respective times hereinbefore stated, if 
the said semi-annual payments, with their accumula¬ 
tions, made to pay off the same, are not sufficient to 
pay off and satisfy all of said bonds or purchase the 
same, the lessor shall, if it so determines, extend the 
amount of said bonds at their maturity, as aforesaid, 
that may remain unpaid after using and applying the 
said semi-annual payments and the accumulations 
thereof to the payment or purchase of such amount 
of said bonds as the same will be sufficient to pay off 
or purchase; said bonds so extended to be payable 


476 Exli. C — Exh. Two, Gtn. Pass. Ry. Co. 

at such time as the said semi-annual payments, with 
their accumulations, will be sufficient to pay off and 
satisfy the same; or if in lieu of extending the same 
the said lessor shall elect it may make and issue new 
bonds for the said balance of the bonds outstanding 
that may remain unpaid, as aforesaid, and secure the 
same by mortgage, said bonds to run for the same time 
as if the old bonds had been extended, and are to be 
purchased or paid off by the semi-annual payments, 
and the accumulations thereof, in the same manner 
and at the same time as if the old bonds had been ex¬ 
tended; it being understood, that the semi-annual pay¬ 
ments hereinbefore mentioned shall be made by the 
lessee, if this lease shall so long continue until the 
present bonded debt shall be paid off and satisfied, 
whether the same be extended or be represented by 
new bonds and secured by new mortgages; it being fur¬ 
ther understood and agreed, that during the continu¬ 
ance of this lease the bonded or other indebtedness of 
said lessor shall not be increased nor its capital stock. 

Fifth .—That said lessee shall, on the thirty-first 
day of May and thirtieth day of November in each 
and every year, pay to the Guarantee Trust and Safe 
Deposit Company the sum of two thousand three hun¬ 
dred and sixty-two dollars, which sum so paid 
shall be applied to the payment of the semi-annual in¬ 
terest on the bonds of the lessor, known as the seven 
per cent, bonds, and amounting to sixty-seven thousand 
five hundred dollars, and such amount shall be paid 
semi-annually in each year so long as any of said 
bonds remain outstanding as will pay the interest upon 
said outstanding bonds; and the said lessee shall, on 
the thirty-first day of March and the thirtieth day of 
September in each and every year, pay to the Guar¬ 
antee Trust and Safe Deposit Company the sum of 
four thousand dollars, which sum so paid shall be 


Exh. C — Exh. Two, Gtn. Pass. Ry. Co. 477 

applied to the payment of the semi-annual interest on 
the bonds of the lessor, known as the five per cent, 
bonds, and amounting to one hundred and sixty thou¬ 
sand dollars; and such amount shall be paid semi- 
annually in each year so long as any of the bonds re¬ 
main outstanding as will pay the interest on said out¬ 
standing bonds. 

Sixth .—The said lessee shall pay to the Guarantee 
Trust and Safe Deposit Company, trustee, on the exe¬ 
cution of this lease, the sum of thirty thousand dollars, 
which shall remain as a deposit for at least five years 
and for a longer time, not exceeding in all ten years, 
if the directors of the said lessor shall so determine 
(subject to the provisions herein contained in cases 
of default or breach of covenant), to insure the fulfill¬ 
ment of the money or other covenants of this lease, 
and until default in the payments or failure to per¬ 
form the covenants herein contained shall be made or 
occur, the custodian for the time being of the said 
deposit shall invest and from time to time reinvest 
the same in good legal securities, and the income aris¬ 
ing therefrom and as received shall be added to the 
principal, and from time to time reinvested. And if 
default or failure to perform shall meanwhile be made 
or take place by the lessee in any of the covenants 
and stipulations contained in this lease, the said deposit 
of thirty thousand dollars, and all income due and 
accumulating thereon, shall pass to and become the 
exclusive property of the lessor, as part of the liqui¬ 
dated damages sustained by it, in addition to any other 
damage, costs, charges, or expenses it may incur by 
reason of any default under or incident to this lease. 

Seventh .—To enable the lessor to keep up and 
maintain its corporate organization, the said lessee 
shall pay semi-annually to the lessor during the term 


478 Exh. C — Exh. Two, Gtn. Pass. By. Co. 

of this lease, or so long as the same shall continue and 
remain undetermined, on the first days of January and 
July in each year, the sum of five hundred dollars, 
making the sum of one thousand dollars in each year, 
the first semi-annual payment to be made on the first 
day of January, A. D. 1882. 

Eighth .—That said lessee shall not occupy or use 
the premises hereby demised otherwise than in and 
for the business of a street passenger railway, nor 
shall the demised premises be in any way mortgaged 
or encumbered or made subject to any further or addi¬ 
tional indebtedness; nor shall said lessee assign the 
term hereby created, or any right hereunder, or under 
let the demised premises, or any portion thereof, with¬ 
out the written consent of said lessor signified by reso¬ 
lution of its Board of Directors. And it is agreed 
that any lawful levy and sale on execution of the prop¬ 
erty of the lessee, and its franchises or other legal 
process, or any assignment or sale in bankruptcy or 
insolvency, shall be deemed and taken to be an assign¬ 
ment within the meaning of this lease; and if the lessee 
permit, allow, or cause any of the provisions of this 
paragraph to be broken, then this lease and the term 
thereof shall cease and determine. And if a receiver 
or assignee should be appointed of the property of the 
lessee, then such appointment will end and determine 
this lease, and the lessor shall immediately be entitled 
to take possession of the demised premises, and the 
same shall not pass into the possession of such re¬ 
ceiver or assignee. 

Ninth .—That said lessee shall at all times, as long 
as this lease shall continue and remain undetermined, 
at its own expense, operate and maintain the streets 
along its lines, or such portions of them as required 
by law or ordinance, in such good condition as the les- 


479 


Exh. C — Exh. Two, Gtn. Pass. Ry. Co. 

sor would have been required if this lease had not 
been made. And the said lessee shall also operate the 
railroad and property, keep np and maintain the same 
in thorough repair, working order, and condition, fully 
supplied with harness, rolling stock, and equipments 
generally, at least equal to those now used and em¬ 
ployed in operating the same, supplying equally as 
good horses for those that die or wear out, and using 
the most suitable materials for renewals, as they shall 
become from, time necessary, so that the business of 
the property shall be maintained, encouraged, and de¬ 
veloped. 

Provided, however, that in case any motive power 
other than that of horses shall prove to be more profit¬ 
able and advantageous to the business of the herein 
demised premises, such motive power may, with the 
consent of the lessor, be substituted. It being under¬ 
stood that as long as this lease shall continue and re¬ 
main undetermined, the property hereby demised shall, 
so far as quantity, value, number of horses, or other 
motive power, if the same be substituted, and condition 
remain unimpaired; and the lessor, or its properly con¬ 
stituted agent, shall have the right once in every three 
months to examine the condition of the property, and 
if, after the examination of the property, it shall be 
found to be run down and out of repair, and not sup¬ 
plied with the present number of horses or other mo¬ 
tive power, and the amount of equipment, the said 
lessee, upon request in writing from the lessor, shall, 
within thirty days, place the property in proper 
condition and repair, and supply the proper number 
of horses or other motive power or equipment. 
And the said lessee shall maintain-and keep insurances, 
in reliable insurance companies, on all the real and 
personal property of the demised premises in an 
amount or amounts, equivalent, at least, to the insur- 


480 Exh. C — Exh. Two, Gtn. Pass. Ry. Co. 

ance at present existing thereon. And the lessee will, 
at the end of the term, or if this lease be determined 
and ended sooner, will at such end or such determina¬ 
tion sooner, surrender and deliver to the lessor the 
said demised premises, real and personal, in as good 
a condition and order as when received by it. And in 
order that the same shall be fixed and determined, 
said personal property shall be duly appraised by two 
competent appraisers, appointed by each of the par¬ 
ties hereto, and in case they cannot agree, a third one 
selected by them, and a schedule thereof furnished said 
lessor and lessee. And in case any of the horses shall 
die, or the property be destroyed, the lessee shall re¬ 
place or pay for the same. 

It being further understood and agreed, that if the 
lessor shall require it, similar appraisements and sched¬ 
ules shall be made at the end of each and every year, 
so long as this lease shall continue and remain unde¬ 
termined. 

Tenth .—That said lessor shall assume and redeem 
outstanding tickets, sold or issued by the lessor prior 
to the delivery of the railroad and property under this 
lease, and shall not be entitled to payment, deduction, 
or set-off on account of such tickets against the lessor. 

Eleventh .—That the said lessee shall defend all 
actions of every kind, the cause of which may arise 
hereafter during the term of this lease, and pay all 
amounts that shall or may be recovered against the 
said lessor, and shall indemnify and save harmless the 
said lessor of and from all causes of action; legal and 
equitable claims and demands, that shall or may arise 
against the said lessor in the exercise of its power 
under this lease during the continuance thereof. 

Twelfth.—It is expressly understood and agreed, 
that when time for the payment of any money or rent, 


Exh. C — Exh. Two, Gin. Pass. Ry. Co. 481 

or for the performance of any covenants of this lease 
is fixed, either herein or by notice from the lessor, that 
snch time is of the essence of the contract and will not 
be relieved against; that if default be made in the pay¬ 
ment of the rent at the times fixed in paragraph two 
of this lease, or in the payment of the sum of money 
fixed in regard to the interest and sinking fund to 
pay all the bonds as provided in paragraph four, or the 
taxes, assessments, or other sums of money mentioned 
in paragraph three, or generally in the payment of 
any money herein provided to be paid by the lessee, or 
if the said lessee shall fail to perform the other stipu¬ 
lations or covenants to be performed by it, if such de¬ 
fault or failure to perform shall continue for a period 
of thirty days, then this lease shall cease and deter¬ 
mine, and the term of the lease ended and determined; 
and it shall be lawful for the said lessor or their suc¬ 
cessors to enter into and upon the hereby demised 
premises and take possession of the same, or such as 
may be subsisting in their place and forming the sub¬ 
ject of this lease, with the appurtenances, and with all 
additions and improvements thereon. 

Provided, however, that such re-entry shall not in 
any manner affect any claim for rent that may be due, 
or for damages in addition to those herein stipulated 
against the said lessee resulting from the breach of 
any of the covenants herein contained; and upon such 
re-entry to remove all persons therefrom, and from 
thenceforth to have, hold, possess, and enjoy the same 
as if its former estate therein and thereupon all the 
estate and interest of it, the lessee, in and to the same, 
shall absolutely cease and determine as though these 
presents had never been made. And in case of default 
or failure to perform, and the determination of this 
lease by the lessor, if it shall be necessary for the 
better securing, possessing, and protecting the rights, 


482 


Exh. C — Exh. Two, Gtn. Pass. By. Co. 

interests, and estates of the lessor in the hereby de¬ 
mised premises, to tile a bill in equity in any court of 
competent jurisdiction of this Commonwealth, setting 
forth said default or defaults or failure to perform 
the covenants herein contained, and such other facts as 
may be material. And it shall Jbe competent for any 
attorney of this Commonwealth to appear on behalf of 
the said lessee, and for which this shall be his sufficient 
warrant to agree and consent that a decree in such 
proceeding shall be made and entered against said les¬ 
see, restraining and enjoining it, its employes or 
agents, from or in any manner interfering with the 
lessor or its employes or agents in the possession and 
enjoyment of the said premises, and such other relief 
as may be necessary for securing the lessor and pro¬ 
tecting it in the complete and perfect possession and 
enjoyment of the said demised premises. And if in 
addition it shall be necessary to commence proceedings 
in ejectment or other action for the whole or any part 
of the hereby demised premises, or for anything here¬ 
from arising, it shall be competent for any attorney 
of this Commonwealth to appear on behalf of said 
lessee, for which this shall be his sufficient warrant, 
and confess judgment in such ejectment or other pro¬ 
ceedings. It being the intention of the parties hereto 
that immediate possession shall be had by the lessor 
upon the termination of this lease and ending of the 
term thereof, as hereinbefore provided, and that judg¬ 
ment shall be promptly had against the lessee for any 
default and the amount of rent that may be due at such 
end or determination. And in case of default or a 
failure to perform any of the covenants for the pur¬ 
pose of obtaining such immediate possession in addi¬ 
tion to the re-entry, if a bill in equity shall be tiled and 
a decree entered therein as hereinbefore provided, or 
in addition a proceeding in ejectment be commenced 


Exh. C — Exh. Two y Gtn. Pass. By. Co. 483 

and a judgment therein as herein provided, each of 
these remedies being cumulative and concurrent, if 
necessary, there shall be no appeal or writ of error or 
stay of execution whatever, but the lessee hereby ex¬ 
pressly waives any appeal, writ of error, or stay of 
any kind. 

In Witness Whereof, Each of the said parties 
hereto have hereunto affixed their corporate seals, duly 
attested by the signature of their respective Presidents 
and Secretaries, the day and year first aforesaid. 

ADAM WARTHMAN, 
President of the Germantown Pass. By. Co. 

Attest: 

W. M. Singerly, 

Secretary of the G. Pass. By. Co. 

GEORGE F. WORK, 

President of the People's Pass. Bailway Co. 
Attest: 

Thomas S. Harris, 

Secretary of the P. Pass. By. Co. 

Signed, sealed, and delivered 
in the presence of 

Benj. C. Satterthwaite, 

Robert H. Parks. 


484 


Exh. C — Exh. Two , Gin. Pass. Ry. Co. 


State or Pennsylvania, j 
City of Philadelphia, 

On the nineteenth day of October, A. D. 1881, be¬ 
fore me, the subscriber, a notary public of the Common¬ 
wealth of Pennsylvania, residing in the City of Phila¬ 
delphia, personally appeared William M. Singerly, 
Secretary of The Germantown Passenger Railway 
Company, and being duly sworn according to law, says: 
That the seal affixed to the foregoing indenture of lease, 
and attested by Adam H. Warthman as its President; 
and this deponent as its Secretary, as aforesaid, is the 
common or corporate seal of the said company; that 
the said indenture was duly sealed and delivered by 
and as and for the act and deed of the said company 
for the uses and purposes therein mentioned; and that 
the name of this deponent thereto subscribed is of4iis 
own proper handwriting, and that he.did see the said 
President subscribe his name thereto as President in 
attestation of the due execution and delivery of the 
said indenture of lease. 

W. M. SINGERLY. 

Sworn and subscribed before me the day and year 
last aforesaid. Witness my hand and seal. 

Benj. C. Satterthwaite, 

Notary Public. 


State of Pennsylvania, 1 . 

City of Philadelphia, ) 6 

On the nineteenth day of October, A. D. 1881, be¬ 
fore me, the subscriber, a notary public of the Com¬ 
monwealth of Pennsylvania, residing in the City of 
Philadelphia, personally appeared Thomas S. Harris, 
Secretary of The People’s Passenger Railway Com¬ 
pany, and being duly sworn according to law, says: 



485 


Exh. C — Exh. Two, Gtn. Pass. Ry. Co. 

That the seal affixed to the foregoing indenture of 
lease and attested by George F. Work as its President, 
and this deponent as its Secretary, as aforesaid, is the 
common or corporate seal of the said company; that 
the said indenture was duly sealed and delivered by, 
and, as, and for the'act and deed of said company for 
the uses and purposes therein mentioned; that the 
name of this deponent thereto subscribed is of his own 
proper handwriting, and that he did see the said Presi¬ 
dent subscribe his name thereto as President, in attes¬ 
tation of the due execution and delivery of the said in¬ 
denture of lease. 

THOMAS S. HARRIS. 

Sworn to and subscribed before me the day and 
year last aforesaid. Witness my hand and seal. 

Benj. C. Satterthwaite, 

Notary Public. 


486 Exh. C — Exh. Three, Gtn. Pass. Ry. Co. (Supp.) 
EXHIBIT THREE. 


Germantown Passenger Railway Company 
(Supplemental). 

Indenture of Supplemental Lease, Made this 
first day of December, in the year one thousand eight 
hundred and ninety-three, between The Germantown 
Passenger Railway Company, a corporation created by 
and existing under the laws of the State of Pennsyl¬ 
vania. (hereinafter called the Lessor), party of the 
first part, and The People’s Passenger Railway Com¬ 
pany, also a corporation created by and existing under 
the laws of the State of Pennsylvania (hereinafter 
called the Lessee), party of the second part: 

Whereas, By indenture dated the thirteenth day 
of October, 1881, made and executed between the par¬ 
ties hereto, the Lessor hereinabove named did grant, 
demise and lease unto the Lessee hereinabove named, all 
and singular its railroad or railroads then owned and 
operated, and all railroads which at any time there¬ 
after might be located and constructed, extended, ac¬ 
quired or controlled by it the said Lessor, together 
with all and every the sidings, appurtenances, rail¬ 
ways, rights of way, depots, depot grounds, lands, 
tenements, stables, shops and other structures, of every 
kind and description; and all harness, horses and live 
stock, equipments and stable furniture, cars, sleighs, 
wagons and other vehicles; and all other property, 
real and personal, of whatsoever kind and whereso¬ 
ever situate; and all the franchises, rights and privi¬ 
leges of the said Lessor connected with or appurte¬ 
nant to the said demised railway or any part thereof, 
or to the construction, maintenance, use, relocation or 
operation of the same; 


Exh. C—Exh. Three, Gtn. Pass. Ry. Co. (Supp .) 487 

And Whereas, The said parties hereto, while rati¬ 
fying and affirming the said grant to said Lessee, have, 
by their respective boards of directors, agreed upon 
a modification of said contract of lease, so as to re¬ 
lieve the said Lessee from certain burdensome restric¬ 
tions thereof; 

And Whereas, An indenture of supplemental 
lease in the form of this present agreement was sub¬ 
mitted to the stockholders of the Lessor at a meeting 
called for the consideration of the same on the sixth 
day of November, 1893, and the terms hereof ratified 
and approved, and in like manner to a meeting of the 
stockholders of the Lessee, held on the twenty-eighth 
day of November, 1893, and the terms hereof ratified 
and approved. 

Now this Indenture Witnesseth: That the parties 
hereto, for and in consideration of the premises, have 
covenanted, and do hereby, each for itself and its suc¬ 
cessors, covenant to and with each other as follows:— 

First. —That the provisions of the first article of 
said indenture of lease bearing date the thirteenth day 
of October, in the year 1881, be amended and modified 
by striking out of the “habendum” clause the follow¬ 
ing words: “Unless the said term be ended and deter¬ 
mined sooner as hereinafter provided. It being under¬ 
stood and agreed that as to the said estate and in¬ 
terest of the said Lessee under the lease, the deter¬ 
mination and ending hereof are under and subject to 
the covenants and stipulations hereinafter contained. ” 
And substituting for the said words so stricken out 
the following words: “Unless the said term be ended 
and determined sooner for non-payment of the rent, 
and the several other sums of money, payment of which 
is to be made by the Lessee, its successors or assigns, 
as hereinafter particularly stated; it being understood 


488 Exh. C — Exh. Three, Gtn. Pass. By. Co. ( Supp .) 

and agreed that as to the said estate and interest of 
the said Lessee under this lease, the determination 
and ending hereof are under and subject to the pay¬ 
ment of the rent and all the said several other sums 
of money.’’ 

Second .—That the provisions of the second article 
of the said indenture of lease bearing date the thir¬ 
teenth day of October, in the year 1881, be amended 
and modified so that the annual rental payable by said 
Lessee, its successors and assigns, to said Lessor dur¬ 
ing the year, commencing January 1st, 1895, shall be 
increased by the sum of seven thousand five hundred 
dollars, the first payment to be made on the first Mon¬ 
day of January, 1895, and so that the annual rental 
during the year commencing January 1st, 1896, shall 
be increased by the sum of fifteen thousand dollars, 
the first payment to be made on the first Monday of 
January, 1896, and so that the annual rental during 
the year commencing January 1st, 1897, and for each 
and every year thereafter during the whole of the 
said term, shall be increased by the sum of twenty-two 
thousand five hundred dollars, the first payment to be 
made on the first Monday of January, 1897, which said 
increased rental shall be payable by the Lessee, its 
successors and assigns, to the Guarantee Trust and 
Safe Deposit Company in quarterly payments, free 
and clear of and from all taxes, charges and assess¬ 
ments whatsoever now existing or hereafter to be im¬ 
posed by lawful authority upon the said Lessor, its 
franchises and property, in the same manner and for 
the same purpose, and subject to the same conditions,, 
as are fully set out in the second article of said lease. 

Third .—That the seventh article of said indenture 
of lease be modified and amended, so that the said Les¬ 
see, its successors or assigns, shall, from and after the 


Exh. C — Exh. Three, Gtn. Pass. Ry. Co. ( Supp .) 489 

first day of January, 1894, pay semi-annually to the 
Lessor, during the term of said lease, or so long as 
the same shall continue and remain undetermined, on 
the first days of January and July in each year, the 
sum of one thousand dollars, making the sum of two 
thousand dollars to be paid each year, to enable the 
Lessor to keep up and maintain its corporate organiza¬ 
tion. 


Fourth .—That the provisions of the eighth article 
of said lease are and forever hereafter shall be void 
and of no effect, and that the rights of the parties 
hereinunder shall be as if said eighth article had never 
been written, to the end that the said Lessee, its suc¬ 
cessors and assigns, shall be at liberty to occupy and 
use the premises demised, in such manner and for such 
purposes as will in the judgment of the said Lessee, 
its successors and assigns, most increase the revenue 
to be derived from the operation of said railway, and 
so that the said Lessee, its successors and assigns, 
shall and may at all times hereafter have full power 
and authority to sell, assign, mortgage or incumber all 
the interest of the said Lessee, its successors and as¬ 
signs, in said demised premises as to said Lessee, its 
successors and assigns, may seem to be for its ad¬ 
vantage : Provided, however, That nothing herein con¬ 
tained shall authorize the Lessee, its successors and 
assigns, to mortgage or incumber the interests of the 
Lessor in said premises in any manner whatsoever, or 
to occupy or use the demised premises in any manner 
contrary to the charter of the Lessor or the laws of 
the Commonwealth. 

Fifth .—That the proviso of the ninth article of 
said lease be modified and amended, so that the said 
Lessee, its successors and assigns, shall have and pos¬ 
sess full power and authority to substitute for horses 


490 Exit. C — Exit. Three, Gtn. Pass. Ry. Co. (Rupp.) 


any motive power which may be permitted by law, 
which, in the judgment of the Lessee, its successors 
and assigns, will be more profitable and advantageous 
for the business of the demised premises, and shall 
be at liberty from time to time to make such further 
change or changes in the motive power which may be 
permitted by law, as,, in the judgment of the Lessee, 
its successors and assigns, may be best; and upon any 
such change being made, it shall be lawful for the Les¬ 
see, its successors and assigns, to sell the horses or 
other equipment which can no longer be advantage¬ 
ously used upon the demised premises, and to ap¬ 
propriate the proceeds of such sale to the purchase of 
other equipment or the improvement of the demised 
premises, in such manner as to the said Lessee, its 
successors or assigns, may seem meet: It being agreed 
and provided, however, That the Lessee, its successors 
and assigns, shall at all times hereafter, until the ter¬ 
mination of this lease, keep and maintain upon the 
demised premises, and upon the termination of said 
lease, surrender and deliver to said Lessor, rolling 
stock and equipment, of money value equal to the 
money value of the equipment on the demised prem¬ 
ises at the date of the execution of said lease, to wit, 
of the money value of one hundred and ten thousand 
five hundred and fifty dollars. 

Sixth .—That the provisions of the'twelfth article 
of said lease be modified and amended so as to read 
as follows:— 

“Twelfth— It is expressly understood and agreed, 
that when time for the payment of any money or rent, 
or for the performance of any covenants of this lease 
is fixed, either herein or by notice from the Lessor, 
that 'such time is of the essence of the contract, and 
will not be relieved against; that if default be made 
in the payment of the rent at the times fixed in para- 


ExJi. C — Exh. Three, Gtn. Pass. By. Co. ( Supp.) 421 

graph 2 of this lease, or in the payment of the sum of 
money fixed in regard to the interest and sinking fund 
to pay all the bonds as provided in paragraph 4, or 
the taxes, assessments or other sums of money men¬ 
tioned in paragraph 3, or generally in the payment of 
any money herein promised to be paid by the Lessee, 
if such default or failure to perform shall continue 
for a period of thirty days, then this lease shall cease 
and determine, and the term of the lease be ended and 
determined; and it shall be lawful for the said Lessor, 
or its successors, to enter into and upon the hereby 
demised premises and take possession of the same, or 
such as may be subsisting in their place and forming 
the subject of this lease, with the appurtenances,, and 
with all additions and improvements thereon. 

“Provided, however, That such re-entry shall not 
in any manner affect any claim for rent that may be 
due, or for damages in addition to those herein stipu¬ 
lated against the said Lessee resulting from the breach 
of any of the covenants herein contained; and upon 
such re-entry to remove all persons therefrom, and 
from thenceforth to have, hold, possess and enjoy the 
same as of its former estate therein and thereupon all 
the estate and interest of it, the Lessee, in and to the 
same, shall absolutely cease and determine as though 
these presents had never been made; and in case of 
such default as is in this article hereinabove specified, 
and the consequent determination of this lease by the 
Lessor, if it shall be necessary for the better securing 
possession and protecting the rights, interests and 
estates of the Lessor in the hereby demised premises, 
to file a bill in equity in any court of competent juris¬ 
diction of this Commonwealth, setting forth the said 
default; and it shall be competent for any attorney 
of this Commonwealth to appear on behalf of the said 
Lessee, its successors and assigns, and for which this 
shall be his sufficient warrant, to agree and consent 


492 Exh. C — Exh. Three, Gtn. Pass. Ry. Co. ( Supp.) 

that a decree in such proceeding shall be made and 
entered against said Lessee, its successors and assigns, 
restraining and enjoining it, its employes or agents, 
from or in any manner interfering with the Lessor or 
its employes or agents in the possession and enjoyment 
of the said premises, and such other relief as may be 
necessary for securing the Lessor and protecting it 
in the complete and perfect possession and enjoyment 
of the said demised premises. And if in addition it 
shall be necessary to commence proceedings in eject¬ 
ment or other action for the whole or any part of the 
hereby demised premises, or for anything herefrom 
arising, it shall be competent for any attorney of this 
Commonwealth to appear on behalf of such Lessee, its 
successors and assigns, for which this shall be his suf¬ 
ficient warrant, and confess judgment in such eject¬ 
ment against the Lessee, its successors and assigns, 
for any such default as is in this article hereinabove 
specified; it being the intention of the parties hereto 
that immediate possession shall be had by the Lessor 
upon the termination of this lease and ending of the 
term thereof, as is in this article hereinabove specified, 
and that judgment shall be promptly had against the 
Lessee, its successors and assigns, for any such default 
and for the amount of rent that may be due at such 
end or determination. And from any such judgment 
or decree duly entered in pursuance of the foregoing 
provisions (the said remedies being concurrent and 
cumulative) there shall be no writ of error, appeal or 
stay of execution whatever, but the Lessee, for itself, 
its successors and assigns, hereby expressly waives 
any appeal, writ of error or stay of any kind thereto 
or therefrom. ” 

Seventh. —If, in view of the contemplated exten¬ 
sion of the leased railway to Chestnut Hill, those parts 
of the real estate of the Lessor, No. 5505 Germantown 


Exh. C — Exh, Three, Gtn. Pass. Ry. Co. ( Supp.) 493 

Avenue and the lot of ground southeast corner of Ger¬ 
mantown Avenue and Cortland Street, shall at any 
time hereafter, in the opinion of the Lessee, its suc¬ 
cessors and assigns, become unnecessary for use in 
connection with the operation of the demised prem¬ 
ises, the said Lessee, its successors and assigns, may 
sell and convey the same or any part thereof, and the 
said Lessee hereby covenants and agrees to become a 
party to the conveyance; Provided, That the proceeds 
of any such sale shall be applied to the purchase or 
improvement of other real estate needed for use in con¬ 
nection with the operation of the demised premises or 
of the said contemplated extension, and in such case 
the real estate so purchased and the improvements so 
made shall become part and parcel of the demised 
premises, with the same effect as if the same had or¬ 
iginally been the property of the Lessor and the sub¬ 
ject in part of the lease. 

Eighth .—It is hereby expressly understood and 
agreed that the terms and provisions of the said or¬ 
iginal indenture dated October 13th, 1881, not herein¬ 
before expressly mentioned, and hereinbefore ex¬ 
pressly modified and amended, shall be and hereafter 
remain unaltered and unaffected by this present agree¬ 
ment, and that all the rights and remedies of the Les¬ 
sor provided in the said original indenture in regard 
to the payment of the rent and the several sums of 
money by the Lessee, as hereinbefore modified and 
amended, shall apply to the increased rental provided 
for in the second paragraph hereof, and to the addi¬ 
tional annual sum of one thousand dollars provided for 
in the third paragraph hereof, with precisely the same 
effect as if such provisions had been originally incor¬ 
porated in the indenture of October 13th, 1881. 

In Witness Whereof, each of the said parties 
hereto has hereunto affixed its corporate seal, duly at- 


494 Exit. C—Exh. Three, Gtn. Pass. Ry. Co. ( SupP .) 

tested by the signatures of its respective president and 
secretary, this first day of December, 1893. 

The Germantown Passenger Railway Company, 
COLLINS W. WALTON, 
President. 

Attest: 

Joseph Koch, 

(Seal) Secretary. 


The People’s Passenger Railway Company, 
HENRY C. MOORE, 
President. 


Attest: 

D. C. Golden, 
(Seal) Secretary. 


State of Pennsylvania, I 
County of Philadelphia, j ss ' * 

On the first day of December, A. D. 1893, before 
me, the subscriber, a notary public for the State of 
Pennsylvania, residing in the county of Philadelphia, 
personally appeared Joseph Koch, secretary of the 
said The Germantown Passenger Railway Company, 
who, being duly sworn according to law, says that he 
was personally present at the execution of the said 
indenture, and saw the common or corporate seal of 
the said corporation duly affixed thereto; that the seal 
so affixed thereto is the common or corporate seal of 
the said corporation; that the said indenture was duly 
sealed and delivered by the officers of the said corpora¬ 
tion, as and for the act and deed of the said corpora¬ 
tion, for the uses and purposes therein mentioned, and 
that the names of this deponent as secretary and of 
Collins W. Walton as president of the said corpora¬ 
tion, subscribed to the above indenture in attestation 


Exh. C — Exh. Three, Gtn. Pass. By. Co. ( Supp.) 495 

of its due execution and delivery, are of tiieir and 
each of their respective handwritings. 

JOSEPH KOCH. 

Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and notarial seal. 

John G. Lamb, 

(Seal) Notary Public. 


State of Pennsylvania, ) 

County of Philadelphia, f ss ' * 

On the first day of December, A. D. 1893, before 
me, the subscriber, a notary public for the State of 
Pennsylvania, residing in the county of Phila¬ 
delphia, personally appeared D. C. Golden, sec¬ 
retary of the said The People’s Passenger Railway 
Company, who, being duly sworn according to law, 
says that he was personally present at the execution 
of the above indenture, and saw the common or cor¬ 
porate seal of the said corporation duly affixed thereto; 
that the seal so affixed thereto is the common or cor¬ 
porate # seal of the said corporation; that the above 
indenture was duly sealed and delivered by the officers 
of the said corporation, as and for the act and deed 
of the said corporation, for the uses and purposes 
therein mentioned; and that the names of this depo¬ 
nent as secretary and of Henry C. Moore as president 
of the said corporation, subscribed to the above in¬ 
denture in attestation of its due execution and delivery, 
are of their and each of their respective handwritings. 

D. C. GOLDEN. 

Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and notarial seal. 

(Signed) Wm. F. Boyd, 

(Seal) Notary Public. 


496 Exh. C — Exh. Four, Northern Pass. Ry. Co. 


EXHIBIT FOUR. 


Lease oe the Northern Passenger. Railway Company 
to the People’s Passenger Railway Company. 

This Indenture, Made to take effect as of the 
8th day of July, Anno Domini one thousand eight hun¬ 
dred and ninety-two (1892), between the Northern 
Passenger Railway Company, of the first part (herein¬ 
after called Railway), and the Peoples Passenger Rail¬ 
way Company, of the second part (hereinafter called 
Peoples), Witnesseth :— 

Whereas, Railway is a Corporation duly organ¬ 
ized and incorporated under the Act of the General 
Assembly of the Commonwealth of Pennsylvania, en¬ 
titled “An Act to provide for the incorporation and 
government of street railways in this Commonwealth , 9 ’ 
approved May 14th, 1889, with all the powers, rights, 
privileges, and franchises in said Act set forth, with 
authority in law to lay down, construct, maintain, and 
operate upon certain streets in the city of Philadelphia 
a street passenger railway to be operated by any-power 
other than locomotive; the said streets being expressly 
enumerated in the charter of said Railway; 

And Whereas, Peoples is a corporation duly in¬ 
corporated by special Act of the Commonwealth of 
Pennsylvania, approved April 15th, 1873, and possess¬ 
ing the power and authority, inter alia, of leasing lines 
of railway connecting either directly or indirectly with 
its own lines; 

And Whereas, The lines of railway of the two 
parties to this lease connect either directly or by means 
of other lines leased by Peoples ; 



Exit. C — Exh. Four , Northern Pass. Ry. Co. 497 

And Whereas, This lease has been duly approved 
by the stockholders of Railway, duly convened, and 
the same has been duly acceped by Peoples; 

Now Therefore this Indenture Witnesseth, That 
Railway, for and in consideration of the covenants on 
the part of Peoples to be kept and performed, has 
granted, demised, and by these presents does grant 
and demise unto Peoples, its successors and assigns, 
all and singular the railway now owned and heretofore 
operated bv Railway, or as the same may at any time 
hereafter be located, constructed, or extended, to¬ 
gether with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops, and other structures of every 
kind and description, and all horses, mules, and live 
stock, harness and equipment, and stable furniture, 
cars, sleighs, wagons, and other vehicles, and generally 
all the personal property belonging to Railway, and 
all rights, privileges, and franchises, connected with 
or relating to the said demised railway, or any part 
thereof, or to the construction, maintenance, use, re¬ 
location, or operation of the same as fully and as en¬ 
tirely as the same are now or ma}^ hereafter be vested 
in Railway, saving and reserving, however, the fran¬ 
chise to be a corporation, or any other right or privi¬ 
lege which is or may be necessary to preserve the 
corporate existence or organization of Railway. 

To have and to hold the said railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, unto Peoples, its suc¬ 
cessors and assigns, from the 8th day of July, A. D. 
one thousand eight hundred and ninety-two (1892), 
for and during the full term of nine hundred and 
ninety-nine (999) years thence next ensuing to be fully 


498 Exh. C — Exh. Four, Northern Pass. By. Co. 


completed and ended, subject as to said term to the 
stipulation relative to a forfeiture hereinafter con¬ 
tained. 

In Consideration Whereof , Peoples, for itself, its 
successors and assigns, covenants to and with Rail¬ 
way, its successors and assigns, as follows:— 

First .—To pay to the Treasurer of Railway, on 
the first days of January and July in each year during 
the continuance of said demise, beginning January 1st, 
1897, three per cent, on the par value of the amount of 
stock actually issued (being six per cent, per annum), 
together with the further sum of two hundred and 
fifty dollars ($250) on the first day of each January 
to defray the expenses of Railway’s maintaining an 
office and corporate organization. 

Second .—To pay all taxes and license fees now 
or hereafter imposed by law or ordinance upon the 
property, capital stock, earnings, or business of the 
said Railway, and to keep the- demised property in 
good order and repair. 

Third. —To assume and perform all obligations, 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of 
Railway is now or may be hereafter laid. 

Fourth. — To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof 
by Peoples. 


Exh. C. — Exh. Four, Northern Pass. Ry. Co. 499 

And it is further stipulated and covenanted by 
the parties hereto. 

Fifth .—That in the event of a default on the part 
of Peoples for a period of six months in making- any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified 
by resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its successors 
and assigns, shall be entitled to re-enter and take pos¬ 
session of said demised premises, with the appurte¬ 
nances, corporate rights and franchises, together with 
any additions or improvements thereon made by said 
Peoples, or its assigns (without any rent or charge for 
said additions or improvements on the part of Peo¬ 
ples, its successors or assigns), which re-entry and 
termination of the lease shall not relieve Peoples from 
any payments accrued or accruing up to the termina¬ 
tion hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any cove¬ 
nant, the said parties shall each select a person of 
skill and experience in railway management, and these 
two shall select a third, and the three so chosen shall 
hear and decide such difference, and the award of a 
majority shall be final and conclusive upon both par¬ 
ties. In case either party shall fail to select a person 
for a period of fifteen days after a request to do so, 
in writing, delivered to its President, then the person 
appointed by the party not in default shall select a 
person for the defaulting party, and these two shall 
proceed as herein provided in case of no default. 


500 Exh. C — Exh. Four, Northern Pass. Ry. Co. 

In Witness Whereof, The parties have caused their 
corporate seals to be hereto affixed, and the same to 
be attested by the signatures of their respective Presi¬ 
dents and Secretaries this 22nd day of June, 1896. 

Northern Passenger Railway Company, 

By 

D. C. GOLDEN, 

President. 

Attest: 

Thos. B. Foot, 

[seal] Secretary. 


Attest: 


Peoples Passenger Railway Company, 
By 

WM. H. SHELMERDINE, 

President. 


D. C. Golden, 

[seal] Secretary. 


Exh. C — Exli. Five, Centennial Pass. Ry. Co. 501 

EXHIBIT FIVE. 


Lease op the Centennial Passenger Railway Com¬ 
pany to the Peoples Passenger Railway Company. 

This Indenture Made to take effect as of the 21st 
day of April, Anno Domini one thousand eight hun¬ 
dred and ninety-three (1893), between the Centennial 
Passenger Railway Company, of the first part (herein¬ 
after called Railway), and the Peoples Passenger Rail¬ 
way Company, of the second part (hereinafter called 
Peoples), Witnesseth :— 


Whereas, Railway is a corporation duly organized 
and incorporated under the Act of the General Assem¬ 
bly of the Commonwealth of Pennsylvania, entitled 
“An Act to provide for the incorporation and govern¬ 
ment of street railways in this Commonwealth ,’ 9 ap¬ 
proved May 14th, 1889, with all the powers, rights, 
privileges, and franchises in said Act set forth, with 
authority in law to lay down, construct, maintain, and 
operate upon certain streets in the city of Philadelphia 
a street passenger railway to be operated by any power 
other than locomotive; the said streets being expressly 
enumerated in the charter of said Railway; 

And Whereas, Peoples is a corporation duly in¬ 
corporated by special Act of the Commonwealth of 
Pennsylvania, approved April 15th, 1873, and possess¬ 
ing the power and authority, inter alia, of leasing lines 
of railway connecting either directly or indirectly with 
its own lines; 

And Whereas, The lines of railway of the two 
parties to this lease connect either directly or by means 
of other lines leased by Peoples; 


502 Exit. C — Exh. Five, Centennial Pass. Ry. Co. 

And Whereas, This lease has been duly approved 
by the stockholders of Railway, duly convened, and the 
same has been duly accepted by Peoples; 

Now Therefore this Indenture Witnesseth, That 
Railway, for and in consideration of the covenants on 
the part of Peoples to be kept and performed, has 
granted, demised, and by these presents does grant 
and demise unto Peoples, its successors and assigns, 
all and singular the railway now owned and heretofore 
operated by Railway, or as the same may at any 
time hereafter be located, constructed, or extended, 
together with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops and other structures of every kind 
and description, and all horses, mules, and live stock, 
harness and equipment, and stable furniture, cars, 
sleighs, wagons, and other vehicles, and generally all 
the personal property belonging to Railway, and all 
rights, privileges, and franchises connected with or re¬ 
lating to the said demised railway, or any part thereof, 
or to the construction, maintenance, use, re-location, or 
operation of the same as fully and as entirely as the 
same are now or may hereafter be vested in Railway, 
saving and reserving, however, the franchise to be a 
corporation, or any other right or privilege which is 
or may be necessary to preserve the corporate existence 
or organization of Railway. 

To have and to hold the said railway with the ap¬ 
purtenances, property, real and personal, and corporate 
rights and franchises, unto Peoples, its successors and 
assigns, from the 21st day of April, A. D. one thousand 
eight hundred and ninety-three (1893), for and during 
the full term of nine hundred and ninety-nine (999) 
years thence next ensuing to be fully completed and 


hxh. C — Exh. Five, Centennial Pass. Ry. Co. 503 

ended, subject as to said term to the stipulation rela¬ 
tive to a forfeiture hereinafter contained. 

In Consideration Whereof , Peoples, for itself, its 
successors and assigns, covenants to and with Rail¬ 
way, its successors and assigns, as follows:— 


First. —To pay to the Treasurer of Railway, on 
the first days of January and July in each year during 
the continuance of said demise, beginning January 1st, 
1897, three per cent, on the par value of the amount of 
stock actually issued (being six per cent, per annum), 
together with the further sum of two hundred and fifty 
dollars ($250) on the first day of each January to de¬ 
fray the expense of Railway’s maintaining an office 
and corporate organization. 

Second. — To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings, or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third. —To assume and perform all obligations, 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth. —To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Peoples. 


504 Exh. C — Exh. Five, Centennial Pass. By. Co. 

And it is further stipulated and covenanted by the 
parties hereto. 

Fifth .—That in the event of a default on the part 
of Peoples for a period of six months in making any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified by 
resolution of its Board of Directors, shall at once cease 
and determine, and said Railway, its successors and 
assigns, shall be entitled to re-enter and take possession 
of said demised premises, with the appurtenances, cor¬ 
porate rights and franchises, together with any addi¬ 
tions or improvements thereon made by said Peoples, 
or its assigns (without any rent or charge for said addi¬ 
tions or improvements on the part of Peoples, its suc¬ 
cessors or assigns), which re-entry and termination of 
the lease shall not relieve Peoples from any payments 
accrued or accruing up to the termination hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any covenant, 
the said parties shall each select a person of skill and 
experience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request to do so, in writ¬ 
ing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a person 
for the defaulting party, and these two shall proceed 
as herein provided in case of no default. 


Exh. C — Exh. Five, Centennial Pass. By. Co. 505 


In Witness Whereof, The parties have caused their 
corporate seals to be hereto affixed, and the same to 
be attested by the signatures of their respective Presi¬ 
dents and Secretaries this 2’2nd day of June, 1896. 


Centennial Passenger Railway Company, 


Attest: 

Thos. B. Foot, 
[seal] Secretary. 


By 

D. C. GOLDEN, 

President. 


Peoples Passenger Railway Company, 
By 

mi. H. SHELMERDINE, 

President. 


Attest: 

D. C. Golden, 

Secretary. 


[seal] 


506 Exh. C — Exh. Six, Phila., Cheltenham and 
Jenkintown Passenger Railway Co. 

EXHIBIT SIX. 


Lease of the Philadelphia, Cheltenham and Jenkin¬ 
town Passenger Railway Company to the Peo¬ 
ple’s Passenger Railway Company. 

This Indenture, Made to take effect as of the 24th 
day of January, Anno Domini one thousand eight hun¬ 
dred and ninety-five (1895), between the Philadelphia, 
Cheltenham and Jenkintown Passenger Railway Com¬ 
pany , of the first part (hereinafter called Railway), 
and the Peoples Passenger Railway Company , of the 
second part (hereinafter called Peoples), Witnessethf — 

Whereas, Railway is a corporation duly organized 
and incorporated under the Act of the General Assem¬ 
bly of the Commonwealth of Pennsylvania, entitled “An 
Act to provide for the incorporation and government 
of street railways in this Commonwealth,” approved 
May 14th, 1889, with all the powers, rights, privileges, 
and franchises in said Act set' forth, with authority in 
law to lay down, construct, maintain, and operate upon 
certain streets in the city of Philadelphia a street 
passenger railway to be operated by any power other 
than locomotive; the said streets being expressly enu¬ 
merated in the charter of said Railway; 

And Whereas, Peoples is a corporation duly in¬ 
corporated by special Act of the Commonwealth of 
Pennsylvania, approved April 15th, 1873, and pos¬ 
sessing the power and authority, inter alia, of leasing 
lines of railway connecting either directly or indi¬ 
rectly with its own lines; 

A>nd Whereas, The lines of railway of the two 
parties to this lease connect either directly or by means 
of other lines leased by Peoples ; 


Exh. C — Exit. Six, Phila., Cheltenham and 507 
Jenkintown Passenger Railway Co. 

And Whereas, This lease has been duly approved 
by the stockholders of Railway, duly convened, and 
the same has been duly accepted by Peoples; 

Noiv Therefore this Indenture Witnesseth, That 
Railway, for and in consideration of the covenants on 
the part of Peoples to be kept and performed, has 
granted, demised, and by these presents does grant and 
demise unto Peoples, its successors and assigns,all and 
singular the railway now owned and heretofore oper¬ 
ated by Railway, or as the same may at any time here¬ 
after be located, constructed, or extended, together 
with all and every the sidings, appurtenances, rail¬ 
ways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops, and other structures of every 
kind and description, and all horses, mules, and live 
stock, harness and equipment, and stable furniture, 
cars, sleighs, wagons, and other vehicles, and generally 
all the personal property belonging to Railway, and 
all rights, privileges, and franchises connected with or 
relating to the said demised railway, or any part 
thereof, or to the construction, maintenance, use, re¬ 
location, or operation of the same as fully and as en¬ 
tirely as the same are now or may hereafter be vested 
in Railway, saving and reserving, however, the fran¬ 
chise to be a corporation, or any other right or privi¬ 
lege which is or may be necessary to preserve the cor¬ 
porate existence or organization of Railway. 

To have and to hold the said railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, unto Peoples, its suc¬ 
cessors and assigns, from the 24th day of January, 
A. D. one thousand eight hundred and ninety-five 
(1895), for and during the full term of nine hundred 
and ninety-nine (999) years thence next ensuing to be 


508 Exh. C — Exit. Six , Phila., Cheltenham and 
Jenkintown Passenger Railway Co. 

t 

fully completed and ended, subject as to said term to 
the stipulation relative to a forfeiture hereinafter 
contained. 

In Consideration Whereof , Peoples, for itself, its 
successors and assigns, covenants to and with Rail¬ 
way, its successors and assigns, as follows:— 

First .—To pay to the Treasurer of Railway, on 
the first days of January and July in each year during 
the continuance of said demise, beginning January 1st, 
1897, three per cent, on the par value of the amount 
of stock actually issued (being six per cent, per an¬ 
num), together with the further sum of two hundred 
and fifty dollars ($250) on the first day of each Janu¬ 
ary to defray the expense of Railway’s maintaining 
an office and corporate organization. 

Second .—To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings, or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third .—To assume and perform all obligations, 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of 
Railway is now or may be hereafter laid. 

Fourth .—To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Peoples. 


Exh. C — Exh. Six, Phila., Cheltenham and 509 
Jenkintown Passenger Railway Co. 

And it is further stipulated and covenanted by 
the parties hereto. 

Fifth .—That in the event of a default on the part 
of Peoples for a period of six months in making any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified by 
resolution of its Board of Directors, shall at once cease 
and determine, and said Railway, its successors and 
assigns, shall be entitled to re-enter and take posses¬ 
sion of said demised premises, with the appurtenances, 
corporate rights and franchises, together with any addi¬ 
tions or improvements thereon made by said Peoples, 
or its assigns (without any rent or charge for said ad¬ 
ditions or improvements on the part of Peoples, its 
successors or assigns), which re-entry and termination 
of the lease shall not relieve Peoples from any pay¬ 
ments accrued or accruing up to the termination hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any cove¬ 
nant, the said parties shall each select a person of skill 
and experience in railway management, and these two 
shall select a third, and the three so chosen shall hear 
and decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request to do so, in writ¬ 
ing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a per¬ 
son for the defaulting party, and these two shall pro¬ 
ceed as herein provided in case of no default. 

In Witness Whereof, The parties have caused their 
corporate seals to be hereto affixed, and the same to be 


510 Exh. C — Exh. Six, Phila., Cheltenham and 
Jenkintown Passenger Railway Co. 


attested by the signatures of their respective Presi¬ 
dents and Secretaries this 22nd day of June, 1895. 


Philadelphia, Cheltenham and Jenkintown 
Passenger Railway Company, 

By 

CALEB F. FOX, 


Attest: 


President. 


D. C. Golden, 

[seal] Secretary. 


Peoples Passenger Railway. Company, 
By 

WM. H. SHELMERDINE, 

President. 


Attest: 

D. C. Golden, 

Secretary. 


[seal] 


Exh. C — Exh. Seven, Chelten Ave. Pass. Ry. Co. 511 

EXHIBIT SEVEN. 


Lease of the Chelten Avenue Passenger Railway 

Company to the Peoples Passenger Railway 

Company. 

This Indenture, Made to take effect as of the first 
day of April, Anno Domini one thousand eight hundred 
and ninety-five (1895), between the Chelten Avenue 
Passenger Railway Company, of the first part (here¬ 
inafter called Railway), and the Peoples Passenger 
Railway Company, of the second part (hereinafter 
called Peoples), Witnessetk :— 

Whereas, Railway is a corporation duly organized 
and incorporated under the Act of the General Assem¬ 
bly of the Commonwealth of Pennsylvania, entitled 
“An Act to provide for the incorporation and govern¬ 
ment of street railways in this Commonwealth,” ap¬ 
proved May 14th, 1889, with all the powers, rights, 
privileges, and franchises in said Act set forth, with 
authority in law to lay down, construct, maintain, and 
operate upon certain streets in the city of Philadelphia 
a street passenger railway to be operated by any power 
other than locomotive; the said streets being expressly 
enumerated in the charter of said Railway ; 

And Whereas, Peoples is a corporation duly incor¬ 
porated by special Act of the Commonwealth of Penn¬ 
sylvania, approved April 15th, 1873, and possessing the 
power and authority, inter alia, of leasing lines of 
railway connecting either directly or indirectly with 
its own lines; 

And Whereas, The lines of railway of the two 
parties to this lease connect either directly or by means 
of other lines leased by Peoples; 



512 Exh. C — Exli. Seven, Chelten Ave. Pass. Ry. Co. 

And Whereas, This lease has been duly approved 
by the stockholders of Railway, duly convened, and 
the same has been duly accepted by Peoples; 

Now Therefore this Indenture Witnesseth, That 
Railway, for and in consideration of the covenants on 
the part of Peoples to be kept and performed, has 
granted, demised, and by these presents does grant and 
demise unto Peoples, its successors and assigns, all 
and singular the railway now owned and heretofore 
operated by Railway, or as the same may at any time 
hereafter be located, constructed, or extended, together 
with all and every the sidings, appurtenances, rail¬ 
ways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops, and other structures of every 
kind and description, and all horses, mules, and live 
stock, harness and equipment, and stable furniture, 
cars, sleighs, wagons, and other vehicles, and generally 
all the personal property belonging to Railway, and 
all rights, privileges, and franchises connected with or 
relating to the said demised railway, or any part 
thereof, or to the construction, maintenance, use, re¬ 
location, or operation of the same as fully and as en¬ 
tirely as the same are now or may hereafter be vested 
in Railway, saving and reserving, however, the fran¬ 
chise to be a corporation, or any other right or privi¬ 
lege which is or may be necessary to preserve the cor¬ 
porate existence or organization of Railway. 

To have and to hold the said railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, unto Peoples, its suc¬ 
cessors and assigns, from the 1st day of April, A. D. 
one thousand eight hundred and ninety-five (1895), 
for and during the full term of nine hundred and 
ninety-nine (999) years thence next ensuing to be 


Exh. C—Exh. Seven, Chelten Ave. Pass. Ry. Co. 513 

fully completed and ended, subject as to said term to 
the stipulation relative to a forfeiture hereinafter con¬ 
tained. 

In Consideration Whereof Peoples, for itself, its 
successors and assigns, covenants to and with Rail¬ 
way, its successors and assigns, as follows:— 

First. —To pay to the Treasurer of Railway, on 
the first days of January and July in each year during 
the continuance of said demise, beginning January 1st, 
1897, three per cent, on the par value of the amount of 
stock actually issued (being six per cent, per annum), 
together with the further sum of two hundred and fifty 
dollars ($250) on the first day of each January to 
defray the expense of Railway’s maintaining an office 
and corporate organization. 

Second. —To pay all taxes and license fees now 
or hereafter imposed by law or ordinance upon the 
property, capital stock, earnings, or business of the 
said Railway, and to keep the demised property in 
good order and repair 

Third. —To assume and perform all obligations, 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth. —To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection witli 
the construction, maintenance, or operation thereof 
by Peoples. 


514 Exh. C — Exh. Seven, Chelten Ave. Pass. Ry. Co. 

And it is further stipulated and covenanted by 
the parties hereto. 

Fifth .—That in the event of a default on the part 
of Peoples for a period of six months in making any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified by 
resolution of its Board of Directors, shall at once cease 
and determine, and said Railway, its successors and 
assigns, shall be entitled to re-enter and take possession 
of said demised premises, with the appurtenances, cor¬ 
porate rights and franchises, together with any addi¬ 
tions or improvements thereon made by said Peoples, 
or its assigns (without any rent or charge for said ad¬ 
ditions or improvements on the part of Peoples, its 
successors or assigns), which re-entry and termination 
of the lease shall not relieve Peoples from any pay¬ 
ments accrued or accruing up to the termination hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any covenant, 
the said parties shall each select a person of skill and 
experience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request to do so, in writ¬ 
ing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a person 
for the defaulting party, and these two shall proceed 
as herein provided in case of no default. 

In Witness Whereof, The parties have caused their 
corporate seals to be hereto affixed, and the same to be 


Exh. C — Exh. Seven, Chelten Ave. Pass. Ry. Co. 515 

attested by the signatures of their respective Presidents 
and Secretaries this 22nd day of June, 1896. 

Chelten Avenue Passenger Railway Company, 
By 

D. C. GOLDEN, 

President. 

Attest: 

Thos. B. Foot, 

[seal] Secretary. 

Peoples Passenger Railway Company, 

By 

WM. H. SHELMERDINE, 

President. 

Attest: 

D. C. Golden, 

[seal] Secretary. 


516 Exh. C — Exin. Eight, Girard Ave. Pass. Ry. Co. 

EXHIBIT EIGHT. 


Lease of the Girard Avenue Passenger Railway Com¬ 
pany to the Peoples Passenger Railway Company. 

This Indenture, Made to take effect as of the 
30th day of May, Anno Domini one thousand eight 
hundred and ninety-five (1895), between the Girard 
Avenue Passenger Railway Company, of the first part 
(hereinafter called Railway), and the Peoples Passen¬ 
ger Railway Company, of the second part (hereinafter 
called Peoples), Witnesseth :— 

Whereas, Railway is a corporation duly organized 
and incorporated under the Act of the General Assem¬ 
bly of the Commonwealth of Pennsylvania, entitled 
“An Act to provide for the incorporation and govern¬ 
ment of street railways in this Commonwealth,” ap¬ 
proved May 14th 1889, with all the powers, rights, privi¬ 
leges, and franchises in said Act set forth, with au¬ 
thority in law to lay down, construct, maintain, and 
operate upon certain streets in the city of Philadel¬ 
phia a street passenger railway to he operated by 
any power other than locomotive; the said streets 
being expressly enumerated in the charter of said 
Railway ; 

And Whereas, Peoples is a corporation duly incor¬ 
porated by special Act of the Commonwealth of Penn¬ 
sylvania, approved April 15th, 1873, and possessing 
the power and authority, inter alia, of leasing lines of 
railway connecting either directly or indirectly with 
its own lines; 

And Whereas, The lines of railway of the two 
parties to this lease connect either directly or by means 
of other lines leased by Peoples; 


Exh. C — Exit. Eight, Girard Ave. Pass. Ry. Co. 517 

And Whekeas, This lease has been duly approved 
by the stockholders of Railway, duly convened, and the 
same has been duly accepted by Peoples ; 

Noiv Therefore this Indenture Witnesseth, That 
Railway, for and in consideration of the covenants on 
the part of Peoples to be kept and performed, has 
granted, demised, and by these presents does grant and 
demise unto Peoples, its successors and assigns, all and 
singular the railway now owned and heretofore oper¬ 
ated by Railway, or as the same may at any time here¬ 
after be located, constructed, or extended, together with 
all and every the sidings, appurtenances, railways, 
rights of way, depot grounds, lands and tenements, 
stables, shops, and other structures of every kind and 
description, and all horses, mules, and live stock, har¬ 
ness and equipment, and stable furniture, cars, sleighs, 
wagons, and other vehicles, and generally all the per¬ 
sonal property belonging to Railway, and all rights, 
privileges, and franchises connected with or relating 
to the said demised railway, or any part thereof, or 
to the construction, maintenance, use, re-location, or 
operation of the same as fully and as entirely as the 
same are now or may hereafter be vested in Railway, 
saving and reserving, however, the franchise to be a 
corporation, or any other right or privilege which is 
or may be necessary to preserve the corporate exist¬ 
ence or organization of Railway. 

To have and to hold the said railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, unto Peoples, its suc¬ 
cessors and assigns, from the 30th day of May, A. D. 
one thousand eight hundred and ninety-five (1895), for 
and during the full term of nine hundred and. ninety- 


518 Exh. C — Exh. Eight, Girard Ave. Pass. Ry. Co. 

nine (.999) years thence next ensuing to be fully com¬ 
pleted and ended, subject as to said term to the stipu¬ 
lation relative to a forfeiture hereinafter contained. 

In Consideration Whereof , Peoples, for itself, its 
successors and assigns, covenants to and with Railway, 
its successors and assigns, as follows:— 

First. — To pay to the Treasurer of Railway, on 
the first days of January and July in each year during 
the continuance of said demise, beginning January 1st, 
1897, three per cent, on the par value of the amount 
of stock actually issued (being six per cent, per an¬ 
num), together with the further sum of two hundred 
and fifty dollars ($250) on the first day of each Janu¬ 
ary to defray the expense of Railway’s maintaining an 
office and corporate organization. 

Second. —To pay all taxes and license fees now 
or hereafter imposed by law or ordinance upon the 
property, capital stock, earnings, or business of the 
said Railway, and to keep the demised property in 
good order and repair. 

Third.— To assume and perform all obligations, 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth. — To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Peoples. 


Exh. C — Exh. Eight, Girard Ave. Pass. Ry. Co. 519 

And it is further stipulated and covenanted by the 
parties hereto. 

Fifth .—That in the event of a default on the part 
of Peoples for a period of six months in making any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified 
by resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its successors 
and assigns, shall be entitled to re-enter and take pos¬ 
session of said demised premises, with the appurte¬ 
nances, corporate rights and franchises, together with 
any additions or improvements thereon made by said 
Peoples, or its assigns (without any rent or charge 
for said additions or improvements on the part of 
Peoples, its successors or assigns), which re-entry 
and termination of the lease shall not relieve Peoples 
from any payments accrued or accruing up to the 
termination hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any covenant, 
the said parties shall each select a person of skill and 
experience in railway management, and these two 
shall select a third, and the three so chosen shall 
hear and decide such difference, and the award of 
a majority shall be final and conclusive upon both 
parties. In case either party shall fail to select a per¬ 
son for a period of fifteen days after a request to do 
so, in writing, delivered to its President, then the per¬ 
son appointed by the party not in default shall select a 
person for the defaulting party, and these two shall 
proceed as herein provided in case of no default. 

In Witness Whereof, The parties have caused their 
corporate seals to be hereto affixed, and the same to 


520 Exh. C — Exh. Eight, Girard Ave. Pass. Ry. Co. 


be attested by the signatures of their respective Presi¬ 
dents and Secretaries this 22nd day of June, 1896. 

Girard Avenue Passenger 


Attest: 

Railway Company, 

By 

D. C. GOLDEN, 

President. 


Thos. B. Foot, 


[seal] 

Secretary. 

Peoples Passenger Railway 
Company, 

By 

WM. H. SHELMERDINE, 


Attest: President. 

D. C. Golden, 

[seal] Secretary. 


Exh. C — Exh. Nine, Hillcrest Ave. Pass. Ry. Co. 521 
EXHIBIT NINE. 


Lease of the Hillcrest Avenue Passenger Railway 

Company to the Peoples Passenger Railway 

Company. 

This Indenture, Made to take effect as of the 
22nd day of June, Anno Domini one thousand eight 
hundred and ninety-six (1896), between the Hillcrest 
Avenue Passenger Railway Company, of the first part 
(hereinafter called Railway), and the Peoples Pas¬ 
senger Railway Company, of the second part (herein¬ 
after called Peoples), Witnesseth :— 

Whereas, Railway is a corporation duly organ¬ 
ized and incorporated under the Act of the General 
Assembly of the Commonwealth of Pennsylvania, en¬ 
titled “An Act to provide for the incorporation and 
government of street railways in this Commonwealth,’ 9 
approved May 14th, 1889, with all the powers, rights, 
privileges, and franchises in said Act set forth, with 
authority in law to lay down, construct, maintain, and 
operate upon certain streets in the city of Philadelphia 
a street passenger railway to be operated by any power 
other than locomotive; the said streets being expressly 
enumerated in the charter of said Railway; 

And Whereas, Peoples is a corporation duly in¬ 
corporated by special Act of the Commonwealth of 
Pennsylvania, approved April 15th, 1873, and pos¬ 
sessing the power and authority, inter alia, of leasing 
lines of railway connecting either directly or indirectly 
with its own lines; 

And Whereas, The lines of railway of the two 
parties to this lease connect either directly or by means 
of other lines leased by Peoples ; 


522 Exh. C — Exh. Nine, Hillcrest Ave. Pass. Ry. Co. 


And Whereas, This lease has been duly approved 
by the stockholders of Railway, duly convened, and the 
same has been duly accepted by Peoples; 

Now Therefore this Indenture Witnesseth , That 
Railway, for and in consideration of the covenants on 
the part of Peoples to be kept and performed, has 
granted, demised, and by these presents does grant and 
demise unto Peoples, its successors and assigns, all 
and singular the railway now owned and heretofore 
operated by Railway^, or as the same may at any time 
hereafter be located, constructed, or extended, together 
with all and every the sidings, appurtenances, railways, 
rights of way, depot grounds, lands and tenements, 
stables, shops, and other structures of every kind and 
description, and all horses, mules, and live stock, har¬ 
ness and equipment, and stable furniture, cars, sleighs, 
wagons, and other vehicles, and generally all the per¬ 
sonal property belonging to Railway, and all rights, 
privileges, and franchises connected with or relating 
to the said demised railway, or any part thereof, or 
to the construction, maintenance, use, re-location, or 
operation of the same as fully and as entirely as the 
same are iio^y or may hereafter be vested in Railway, 
saving and reserving, however, the franchise to be a 
corporation, or any other right or privilege which is 
or may be necessary to preserve the corporate exist¬ 
ence or organization of Railway. 

To have and to hold the said railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, unto Peoples, its suc¬ 
cessors and assigns, from the 22nd day of June, A. I), 
one thousand eight hundred and ninety-six (1896), for 
and during the full term of nine hundred and ninety- 
nine (999) years thence next ensuing to be fully com¬ 
pleted and ended, subject as to said term to the stipu¬ 
lation relative to a forfeiture hereinafter contained. 


Exh. C — Exit. Nine, Hillcrest Ave. Pass. By. Co. 523 

In Consideration Whereof, Peoples, for itself, its 
successors and assigns, covenants to and with Railway, 
its successors and assigns, as follows:— 

First. — To pay to the Treasurer of Railway, on 
the first days of January and July in each year during 
the continuance of said demise, beginning January 
1st, 1897, three per cent, on the par value of the amount 
of stock actually issued (being six per cent, per an¬ 
num), together with the further sum of two hundred 
and fifty dollars ($250) on the first day of each Janu¬ 
ary to defray the expense of Railway’s maintaining 
an office and corporate organization. 

Second. —To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings, or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third. —To assume and perform all obligations, 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Third {a). —To operate the railway herein demised 
continuously with and as a part of the route of the 
Germantown Passenger Railway system with which it 
connects. 

Fourth .— To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Peoples. 


524 Exh. C — Exli. Nine, Hillerest Ave. Pass. Ry. Co. 

And it is further stipulated and covenanted by the 
parties hereto. 

Fifth .—That in the event of a default on the part 
of Peoples for a period of six months in making any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified 
by resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its succes¬ 
sors and assigns, shall be entitled to re-enter and take 
possession of said demised premises, with the ap¬ 
purtenances, corporate rights and franchises, together 
with any additions or improvements thereon made by 
said Peoples, or its assigns (without any rent or charge 
for said additions or improvements on the part of 
Peoples, its successors or assigns), which re-entry and 
termination of the lease shall not relieve Peoples from 
any payments accrued or accruing up to the termina¬ 
tion hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any covenant, 
the said parties shall each select a person of skill and 
experience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request to do so, in 
writing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a person 
for the defaulting party, and these two shall proceed 
as herein provided in case of no default. 

In Witness Whereof, The parties have caused their 
corporate seals to be hereto affixed, and the same to be 


Exit. C — Exh. Nine , Hillcrest Ave. Pass. Ry. Co. 525 

attested by the signatures of their respective Presi¬ 
dents and Secretaries this 22nd day of June, 1896. 

Hillcrest Avenue Passenger 


Attest: 

Railway Company, 

By 

¥M. H. SHELMERDINE, 

President. 


'harles 0. Kruger, 


[seal] 

Secretary. 

Peoples Passenger Railway 
Company, 

By 

WM. H. SHELMERDINE, 


Attest: President. 

D. C. Golden, 

[seal] Secretary. 


526 Exli. C—Exhibit Ten, Agreement, People’s 
Passenger and People’s Traction 

EXHIBIT TEN. 

Memorandum oe Agreement made this twelfth day 
of April in the year of onr Lord one thousand eight 
hundred and ninety three (1893) Between the Peoples 
Traction Company of Philadelphia, of the one part, 
and the Peoples Passenger Railway Company of Phila¬ 
delphia, of the other part. 

Whereas, The Traction Company by its charter 
is authorized to enter upon any street upon which a 
passenger railway now is or may hereafter be con¬ 
structed, with the consent of the said passenger rail¬ 
way company, and to make, construct, maintain and 
operate thereon such motors, cables, electrical or other 
appliances, and the necessary and convenient appara¬ 
tus and mechanical fixtures as will provide for the 
traction of the cars of such passenger railway and to 
enter into contracts with passenger railway companies 
to construct and operate motors, cables, or other ap¬ 
pliances necessary for the traction of the cars. 

And Whereas, The Peoples Passenger Railway 
Company of Philadelphia owns or leases and operates 
sundry lines of street railway in the City of Phila¬ 
delphia and the necessary municipal consent has been 
given to it, to electrically equip the several lines of 
railway operated by said Railway Company. 

And Whereas said Railway Company is desirous 
to secure the aid of the Traction Company to construct 
the necessary and convenient apparatus for the trac¬ 
tion of its cars by electricity, as a motive power. 

Now this Agreement Witnesseth 

First .—That the Traction Company at the request 
of the Railway Company will proceed to electrically 


Exh. C—Exhibit Ten, Agreement, People’s 527 
Passenger and People’s Traction 

equip all such portions of the lines of the Bailway 
Company, as the Railway Company may designate, and 
furnish, construct, and erect all the necessary poles, 
wires, cars, motors, power houses and the electrical 
machinery and apparatus as may be designated as 
specified in the plans and specifications prepared by 
the Engineer of the Railway Company and also to do 
all street paving which may be required in the ordi¬ 
nances of the City of Philadelphia, granting municipal 
consent to the use of electricity as a motor power. 

Second .—The Traction Company agrees to pro¬ 
vide all moneys needed for the payment of the cost of 
said poles, wires, cars, motors, power houses and other 
machinery and apparatus, and also of the street pav¬ 
ing required as aforesaid, and to furnish, construct 
and erect the same as that the property of the Railway 
Company shall not be liable to any lien for the same, 
and the Traction Company shall be entitled to receive 
from the Railway Company, in payment for the cost 
thereof a sum which shall equal the net cost thereof 
to the Traction Company, with a contractors profit of 
ten per cent. It being understood that the Railway 
Company has the right and power to make agreements 
with the lessor companies, assuring to them the re¬ 
version at the termination of their leases respectively, 
of the estate in the plant so to be constructed on their 
respective lines. 

Third .—The sum so payable by the Railway Com¬ 
pany to the Traction Company shall not be demand- 
able forthwith, but the Traction Company agrees to 
permit the Railway Company to have credit for the 
same, to be paid out of the receipts of the business, 
which may remain after the payment of an annual 
dividend of two dollars and one half per share on the 


528 Exh. C—Exhibit Ten, Agreement, People’s 
Passenger and People’s Traction 

stock of the Railway Company, the account to carry 
interest at the rate of six per cent, per annum payable 
semi-annually, said credit to continue until the amount 
thereof can be liquidated out of the earnings of the 
Railway Company as aforesaid. 

Witness the corporate seals of the corporations 
parties hereto affixed by authority of their several 
Boards of Directors the day and year first above writ¬ 
ten. 

Peoples Traction Company 
By 

JNO. LOWBER WELSH 
Attest President. 

Chas. 0. Kruger 

Secretary. 

Sealed and delivered in 
the presence of 
Jno. W. Laughlin 
Ed. Zieseniss. 

Peoples Passenger Railway Co. 

By 

R. N. CARSON 

Attest President. 

D. C. Golden 

Secretary. 

Hyland C. Murphy 
Thos. B. Foot. 


Ex. C Ex. Eleven , People's Pass. 4’s, Agreement 529 
EXHIBIT ELEVEN. 

This Agreement, Made this fifteenth day of April, 
eighteen hundred and ninety-three, between the 
Peoples Traction Company of Philadelphia, a corpora¬ 
tion of the State of Pennsylvania, hereinafter desig¬ 
nated the Traction Company, and The Pennsylvania 
Company for Insurances on Lives and Granting An¬ 
nuities, a corporation of the State of Pennsylvania, 
hereinafter designated the Trustee. 

Whereas, The said Traction Company is author¬ 
ized by law to invest its funds in the purchase of shares 
of stock and bonds of any corporation whose works, 
railway, motors, or other property are leased, oper¬ 
ated, or constructed by it; 

And Whereas, A contract has been made between 
the Peoples Passenger Bailway Company and the 
Traction Company for the construction by the Trac¬ 
tion Company for the Bailway Company of electric 
motors, and to otherwise equip the lines of the Bail¬ 
way Company with the necessary and convenient elec¬ 
trical appliances and other apparatus for the traction 
of the cars of the Bailway Company; 

And Whereas, The Traction Company has further 
contracted to purchase from the holders thereof a ma¬ 
jority of the shares of said Bailway Company at the 
price of seventy-five dollars a share, of which sum five 
dollars per share is payable in cash, and the balance 
of said purchase-price is to be paid to the holders in 
certificates in the form hereinafter set out, which cer¬ 
tificates shall be secured by the deposit with the Trus¬ 
tee of shares of the Bailway Company in the propor¬ 
tion of fourteen and two-seventh shares of stock of 
said Bailway Company for each one thousand dollar 
certificate issued. 


532 Ex. C — Ex. Eleven, People’s Pass. 4’s, Agreement 

duly authorized, upon the register kept for that pur¬ 
pose at the office of said Trustee at Philadelphia, and 
a certificate of every such transfer and registration 
shall he indorsed hereon, and upon said transfer and 
registration, the registered owner only, or the legal 
representative of such registered owner, shall be en¬ 
titled to receive the principal and interest of this cer¬ 
tificate. 

This certificate is one of a series of certificates, 
numbered from one upwards, the aggregate amount of 
which outstanding at any one time by the terms of said 
articles of agreement is limited to one certificate for 
each fourteen and two-seventlis shares of stock de¬ 
posited and held by the Trustee hereunder, all of like 
date, amount, tenor, and effect, without priority, pref¬ 
erence, or distinction whatsoever of one over another, 
and the principal and interest therein named are pay¬ 
able without deduction for any tax or taxes now im¬ 
posed or hereafter to be imposed thereon, either by 
the laws of the United States of America or of the 
State of Pennsylvania, for national, State, or munici¬ 
pal purposes, and which either or any of the said com¬ 
panies is or may be required or authorized to retain 
therefrom, the said Peoples Traction Company of 
Philadelphia agreeing to pay or cause the same to be 
paid. 

In Testimony Whereof , The Pennsylvania Com¬ 
pany for Insurances on Lives and Granting Annuities 
has caused its corporate seal to be hereunto affixed, 
duly attested, the fifteenth day of April, A. D. 1893. 

It is hereby attested that the obligations recited 
in this agreement as having been entered into by the 
Peoples Traction Company of Philadelphia in the 
agreement therein referred to are correctly stated. 

In Testimony Whereof , By authority of the board 
of directors, the corporate seal of the Peoples Trac- 


Lx. C — Ex. Eleven, People’s Pass. 4’s, Agreement 533 

tion Company of Philadelphia has been hereto duly 
affixed and attested. 

Third .—That the certificates of shares in the Rail¬ 
way Company, delivered by the Traction Company to 
the Trustee,-shall remain untransferred in the name of 
the Traction Company, but the Traction Company shall 
deliver to the Trustee bills of sale and powers of at¬ 
torney to transfer all shares deposited with the Trus¬ 
tee in form substantially as follows:— 

Know all Men by These Presents, That the Peo¬ 
ples Traction Company of Philadelphia for value re¬ 
ceived has bargained, sold, assigned, and transferred, 
and by these presents does bargain, sell, assign, and 
transfer unto The Pennsylvania Company for Insur¬ 
ances on Lives and Granting Annuities, Trustee, 
shares of the stock of the Peoples Pas¬ 

senger Railway Company of Philadelphia, standing in 
the name of said Traction Company on the books of 
the said Railway Company, and the Traction Company 
hereby constitutes and appoints The Pennsylvania 
Company for Insurances on Lives and Granting An¬ 
nuities, Trustee, its true and lawful attorney, irre¬ 
vocable, for it and in its name and stead, but to the 
use of said Trustee, to sell, assign, transfer, and set 
over all or any part of the said stock, and for that 
purpose to make and execute all necessary acts of as¬ 
signment and transfer, and one or more persons to 
substitute with like full power, hereby ratifying and 
confirming all that the said attorney or its substitute 
or substitutes shall lawfully do by virtue hereof: Pro¬ 
vided, however, That no transfer of such shares shall 
be made on the books of the Railway Company until 
the Traction Company shall make default in the per¬ 
formance of some of the covenants or agreements con¬ 
tained in the contract dated April 15th, 1893, between 
said Traction Company and the Trustee. 


534 Ex. C — Ex. Eleven, People’s Pass. 4’s, Agreement 

In Witness Whereof, The People’s Traction Com¬ 
pany has caused its corporate seal to be hereunto 
affixed the day of 18 

Sealed and delivered in 
the presence of: 

Fourth .—The Traction Company hereby covenants 
and agrees to appropriate out of the dividends which 
may be declared upon the shares of said Railway Com¬ 
pany a sum which shall be sufficient to meet the in¬ 
terest at the rate of four per cent, upon all certificates 
issued hereunder, as said interest shall mature on the 
first days of February and August in each year, to¬ 
gether with all taxes which may be imposed thereon, 
and to pay the same to the Trustee at such times as 
will enable the Trustee promptly to pay said interest 
and taxes as the same shall mature; and the Traction 
Company doth further agree, on and after the first 
day of February, 1903, to appropriate out of said divi¬ 
dends which may be declared upon the shares of said 
Railway Company the sum of twenty-five thousand 
dollars per annum, and to pay said sum of twenty-five 
thousand dollars per annum to the Trustee on the first 
day of January in each year thereafter as and for a 
sinking fund, to be appropriated by the Trustee to the 
purchase of said certificates in manner following, the 
Trustee will by notice published twice a week, in two 
daily newspapers in the city of Philadelphia, for two 
weeks prior to the time of such purchase, advertise the 
number of certificates to be purchased as aforesaid. 
Sealed proposals for the sale of such certificates will 
be received at the office of said Trustee in the city 
of Philadelphia on or before the day prior to the mak¬ 
ing such purchase, and certificates offered at the lowest 
price will be accepted and paid for at not exceeding 
par. Should certificates of different holders be offered 
at the same price, the number of certificates taken from 


Ex. C — Ex. Eleven, People’s Pass. 4’s, Agreement 535 

each shall be on a pro rata basis, as nearly as prac¬ 
ticable in proportion to the whole number of certifi¬ 
cates so offered. Certificates when so purchased, as 
also any certificates presented to the Trustee by the 
Traction Company at any time, shall be immediately 
canceled by the Trustee in the presence of a notary 
public and of an agent of the Traction Company, duly 
appointed from time to time for that purpose. A dec¬ 
laration by such notary under his official seal of such 
cancellation shall be executed in triplicate, and a copy 
thereof given to each party hereto, which declaration 
so executed shall at all times thereafter be evidence 
of the payment and cancellation of the certificates that 
shall be enumerated in said declaration, and upon such 
cancellation the Traction Company shall be entitled 
to receive from the Trustee fourteen and two-sevenths 
shares of Railway stock for each one thousand dollar 
certificate canceled. 

Fifth .—If at any time the said dividend on said 
capital stock shall not be adequate for the. payment 
of the interest and taxes on said certificates when and 
as the same shall be payable by the terms thereof, and 
the payment into the sinking fund of the minimum sum 
hereinbefore stipulated, then and in that event the said 
Traction Company promises, covenants, and agrees, on 
or prior to such interest, taxes, or sinking fund be¬ 
coming due, to provide, the requisite sums or amounts 
for the payment of the same, and to pay the same to 
the Trustee. The said Traction Company also agrees 
to pay at maturity, whether such maturity be on the 
1st of February, 1943, or prior thereto by reason of 
the default provided for in the sixth section hereof, the 
principal of any of such certificates as shall not have 
been before that time redeemed under the terms of 
this agreement. But nothing in this section shall be 
construed to deprive the Trustee of the right and 


536 Ex. C- — Ex. Eleven, People^s Pass. 4’s, Agreement 

power, or relieve them of their duty to collect and 
enforce by all legal and equitable means the collection 
of the amounts payable by the Traction Company out 
of the dividends upon such capital stock for the uses 
of the trust hereby created. 

Sixth .-—If at any time after demand the Traction 
Company shall make default, or neglect, refuse, or 
omit to pay the amount necessary to make up the 
amount needed to meet the accruing interest upon any 
of said certificates as therein provided at any time, 
together with the sinking fund and taxes aforesaid, 
and such default shall continue for thirty days after 
the said interest and sinking fund shall become due 
and payable as aforesaid, or shall, after demand, make 
default or neglect, refuse, or omit to pay such amount 
as may be necessary to make up the amount needed to 
meet the principal sum of each and all of said certifi¬ 
cates intended to be hereby secured, for any period 
exceeding sixty days after the same shall become due 
and payable as aforesaid, then and in either such case 
it shall be the duty of the said Trustee, or whoever 
may be the trustee or trustees for the time being under 
this indenture, forthwith to cause the shares of stock 
of the Railway Company then held by it to be trans¬ 
ferred into the name of the Trustee upon the books of 
the Railway Company, and thereafter to collect all div¬ 
idends which may be payable thereon, and it shall be 
the further duty of the Trustee, upon the written re¬ 
quest of the holders of one-fourth in amount of the 
said certificates outstanding and unpaid, to sell at 
public sale, for the best price that can be obtained 
therefor, the whole of the stock in the possession of 
the Trustee, or so much thereof as may be necessary 
to pay the said certificates and all arrears of interest 
thereon, and all expenses attending as well the execu¬ 
tion of this trust as the said sale, and any other costs 


Ex. C — Ex. Eleven, People’s Pass. 4’s, Agreement 537 

and charges that may be necessarily incurred in con¬ 
sequence of such sale, in such lots or parcels, however, 
as the Trustee may deem most beneficial, and with 
authority to the said Trustee for the time being to 
adjourn, from time to time, the sale of the whole or 
any part of the said stock, at its discretion. It being 
hereby expressly understood and agreed by and be¬ 
tween the parties hereto, that in case default in the 
payment of interest or sinking fund shall be made as 
aforesaid, then the whole of the said certificates shall, 
upon the demand of the holders of one-fourth of the 
said certificates being made as aforesaid, become due 
and payable forthwith, anything herein or in the said 
certificates contained to the contrary thereof notwith¬ 
standing, and any proceeding, either at law or in 
equity, to enforce any covenant of the said Traction 
Company, herein contained, shall be in the name of 
the Trustee for the benefit of the holders of all certifi¬ 
cates then outstanding. 

Seventh .—Until default shall be made in the pay¬ 
ment of interest and sinking fund or principal, as here¬ 
inbefore provided, the said Trustee, or the trustees or 
trustee for the time being, shall permit and suffer the 
Traction Company to retain all the rights, powers, and 
privileges belonging or incident to the ownership of 
the stock hereby deposited, except as hereinbefore pro¬ 
vided. 

Eighth .—In the event of the resignation, neglect, 
refusal, or incapacity to act of the said Trustee or any 
successor in the trust, then the said Traction Company 
shall, by resolution of its board of directors, appoint a 
new trustee or trustees to fill any vacancy so caused; 
any trustee so appointed shall be a Trust Company 
having its office in Philadelphia. And such appoint¬ 
ment may and shall be made successively from time to 
time as often during the continuance of this trust as 
occasion may arise. 


538 Ex. C—Ex. Eleven, People’s Pass. 4’s, Agreement 

Ninth .—It is hereby further covenanted and 
agreed, and this trust is accepted upon the express con¬ 
dition, that neither the said Trustee nor any successors 
in the trust shall incur any responsibility or liability, 
by reason of permitting and allowing the said Traction 
Company to retain and reserve the power and authori¬ 
ties heretofore provided for in regard to the stock of 
the said Bailway Company, nor shall the said Trustee 
or any successors in the trust be in any way responsible 
for any other matter or thing whatever, except the 
negligent, willful, or intentional breaches by such Trus¬ 
tee of the trust herein expressed and contained; and 
the said Trustee or any successors in the trust shall 
not at any time be bound or required to undertake any 
proceeding at law or in equity or otherwise for the 
protection of the certificate holders, involving expendi¬ 
tures of or liability for the payment of money, unless, 
if the Trustee shall see fit to require it, adequate in¬ 
demnity against such liability or outlay be furnished 
it by the certificate holders asking of it such action 
or proceeding. 

Tenth .—The said Traction Company shall, from 
time to time, execute any other and further instru¬ 
ments or assurances necessary or requisite to carry 
out the purposes hereof. 

Eleventh .—If the said principal and interest upon 
the said certificates issued as aforesaid shall be paid 
to the holders thereof, when and as the said principal 
and interest shall become due, according to the tenor 
and effect of the said certificates and in accordance 
with the provisions of this agreement, then the said 
trustee or trustees for the time being shall cancel or 
destroy the said certificates, and thereupon all the said 
capital stock hereby deposited with said Trustee, and 
not previously redeemed- under this agreement, shall 


Ex. C — Ex. Eleven, People’s Pass. 4’s, Agreement 539 

at once be delivered by the said Trustee to the said 
Traction Company, or to any person or persons desig¬ 
nated by the said Traction Company, or its president, 
and upon such transfer and delivery and full settle¬ 
ment of trust account with said Traction Company, the 
said Trustee shall be thenceforth discharged from fur¬ 
ther duties under this trust. 


In Witness Whereof, The parties hereto have 
caused their corporate seals to be hereunto affixed, duly 
attested, the day and year first above written. 

The Peoples Traction Company oe 
Philadelphia, 

JNO. LOWBER WELSH, 
President. 

Attest: 

Chas. 0. Kruger, 

[seal] Secretary. 


Attest: 

Wm. P. 

[seal] 


The Pennsylvania Company for 
Insurances on Lives and Granting 
Annuities, 

H. N. PAUL, 

President. 


Henry, 

Secretary. 


State of Pennsylvania, ) 

City of Philadelphia, [ 

Be it Remembered, That on the fifteenth day of 
April, A. D. 1893, before me, the subscriber, a notary 
public of said State, in and for said city, personally 
appeared Chas. 0. Kruger, who, being duly sworn 
according to law, deposed and said that he is the sec¬ 
retary of the “People’s Traction Company of Phila- 


540 Ex. C — Ex. Eleven, People’s Pass. 4’s, Agreement 

delphia,” the corporation named in the above and 
foregoing agreement; that he was personally present 
at the execution of the said agreement, and saw the 
corporate seal of the said company affixed thereto; 
that Jno. Lowber Welsh, the president of the 
said company, did then sign, seal, and deliver the said 
agreement as his act and deed, and as the act and 
deed of the said company, by virtue of the authority 
vested in him as such president, and desire that the 
said agreement might be recorded as such act and 
deed; that the seal so affixed is the common or cor¬ 
porate seal of the said company; that he, the deponent, 
at the same time signed his name to the said agreement 
as a subscribing witness thereto, and as said secretary 
in attestation of the due execution and delivery thereof; 
and that the names of the said president and of this 
deponent, subscribed to the said agreement as afore¬ 
said, are of their own proper and respective hand¬ 
writing. 

CHAS. 0. KRUGER. 

Sworn and subscribed before me the day and year 
first aforesaid. Witness my hand and notarial seal, 

John Rodgers, 

[seal] Notary Public . 


State of Pennsylvania, i 

5 > • 

City of Philadelphia, f 

Be it Remembered, That on the seventeenth day 
of April, A. D. 1893, before me, the subscriber, a notary 
public of said State, in and for said city, personally 
appeared William P. Henry, who, being duly affirmed 
according to law, declared and said that he is the sec¬ 
retary of “The Pennsylvania Company for Insurances 
on Lives and Granting Annuities,’’ the corporation 
named in the above and foregoing agreement; that he 



Ex. C — Ex. Eleven, People’s Pass. 4’s, Agreement 541 

was personally present at the execution of the said 
agreement, and saw the corporate seal of the said com¬ 
pany affixed thereto • that Henry N. Paul, the president 
of the said company, did then sign, seal, and deliver 
the said agreement as his act and deed, and as the act 
and deed of the said company, by virtue of the au¬ 
thority vested in him as such president, and desire that 
the said agreement might be recorded as such act and 
deed; that the seal so affixed is the common or cor¬ 
porate seal of the said company; that he, the depo¬ 
nent, at the same time signed his name to the said 
agreement as a subscribing witness thereto, and as said 
secretary in attestation of the due execution and deliv¬ 
ery thereof; and that the names of the said president 
and of this deponent, subscribed to the said agreement 
as aforesaid, are of their own proper and respective 
handwriting. 

WM. P. HENRY. 

Affirmed and subscribed before' me the day and 
year first aforesaid. Witness my hand and notarial 
seal, 


[seal] 


Chas. H. White, 
Notary Public. 


542 Exh. C — Exh. Twelve, Agreement, Union 
Traction and People’s Traction 

EXHIBIT TWELVE. 

Memorandum of Agreement, Made this thirteenth 
day of May, 1896, between the Union Traction Com¬ 
pany of Philadelphia, of the one part, and the Peoples 
Traction Company, of the other part. 

Whereas, by memorandum of agreement bearing 
date the twelfth day of April 1893, between the Peo¬ 
ples Traction Company, of the one part, and the Peo¬ 
ples Passenger Railway Company of Philadelphia, of 
the other part, the said Peoples Traction Company did 
agree to electrically equip all such portions of the lines 
of the Railway Company as the Railway Company 
might designate, and to furnish, construct and erect 
all the necessary poles, wires, cars, motors, power¬ 
houses and the electrical machinery and apparatus as 
may be designated and specified in the plans of specifi¬ 
cations prepared therefor by the Engineer of said Rail¬ 
way Company; and also to do all street paving 
which the Railway Company might be required to do 
upon the streets by it occupied as required in the ordi¬ 
nances of the City of Philadelphia granting municipal 
consent to the use of electricity as a motive power, all 
of which work said Peoples Traction Company con¬ 
tracted to do upon terms particularly mentioned in 
said contract. 

And Whereas, said Traction Company has prop¬ 
erly performed its obligation under said contract and 
settlement for the work so done has been made between 
the parties to the same, and said Traction Company 
remains liable to do further work for said Railway 
Company upon the terms in said contract specified; 


Exh. C — Exh. Twelve , Agreement, Union 543 
Traction and People’s Traction 

And Whereas, The Union Traction Company of 
Philadelphia has now acquired ownership and control 
of a large majority of the shares of said Peoples Trac¬ 
tion Company and the said Union Traction Company 
by its charter is authorized to do and perform each 
and every corporate act which the Peoples Traction 
Company, by its charter was authorized to do and per¬ 
form ; 

And Whereas, said Peoples Traction Company 
lias requested said Union Traction Company to assume 
for it the performance of all the obligations by it the 
said Peoples Traction Company assumed and under¬ 
taken in said contract hereinbefore recited. 

Now this Agreement Witnesseth , That the said 
Union Traction Company does hereby covenant and 
agree that it the said Union Traction Company of 
Philadelphia will from time to time, as it may be there¬ 
unto requested, do and perform each and every act 
which the said Peoples Traction Company by the terms 
of said contract has obligated itself to do and perform. 
And in consideration of said covenant and agreement 
the Peoples Traction Company doth covenant and 
agree with the Union Traction Company that it the 
said Peoples Traction Company will assign and trans¬ 
fer unto the Union Traction Company all the compen¬ 
sation which it the Peoples Traction Company under 
said contract with the Peoples Passenger Railway 
Company is entitled to receive on account of any work 
hereafter to be done or material hereafter to be fur¬ 
nished said Railway Company under the terms of said 
contract. And said Union Traction Company doth 
agree to accept such compensation so transferred unto 
it in full discharge of any claim which it may have for 
work done or material furnished hereunder. 


544 Exh. C — Exh. Twelve , Agreement , Union 
Traction and People’s Traction 


Witness the corporate seals of the parties hereto 
the day and year first above written. 


Union Traction Company of Philadelphia 

By 

JOHN LOWBER WELSH, 

President. 


Attest 

Charles 0. Kruger, 

Secretary. 


Peoples Traction Company 


By 

JOHN LOWBER WELSH, 


Attest 

Charles 0. Kruger, 

Secretary. 


President. 


Ex. C — Ex. Thirteen , E. and P. 4’s, Agreement 545 
EXHIBIT THIRTEEN. 


This Agreement, Made this first day of October, 
eighteen hundred and ninety-five, between the Union 
Traction Company of Philadelphia , a corporation of 
the (State of Pennsylvania, hereinafter designated the 
Traction Company, and The Pennsylvania Company 
for Insurances on Lives and Granting Annuities , a cor¬ 
poration of the State of Pennsylvania, hereinafter des¬ 
ignated the Trustee. 

Whereas, The said Traction Company is author¬ 
ized by law to invest its funds in the purchase of shares 
of stock and bonds of any corporation whose works, 
railway, motors, or other property are leased, operated, 
or constructed by it; 

And Whereas, A contract has been made between 
the Electric Traction Company, Peoples Traction Com¬ 
pany, and the said Union Traction Company for the 
construction by the said Union Traction Company of 
electric motors and other necessary equipment to be 
used upon and in connection with the lines of the said 
Electric Traction Company and the said Peoples Trac¬ 
tion Company; 

And Whereas, The Traction Company has further 
contracted to purchase from the holders thereof a ma¬ 
jority of the shares of said Electric Traction Company 
at the rate of eighty-five dollars per share for each 
share on which fifty dollars has been paid, and seventy 
dollars per share for each share on which thirty dollars 
has been paid; and the shares of said Peoples Traction 
Company at the price of seventy-six dollars per share, 
said purchase price is to be paid to the holders in cer¬ 
tificates, in the form hereinafter set out, which certifi- 



544 Exh. C — Exit. Twelve , Agreement, Union 
Traction and People’s Traction 


Witness the corporate seals of the parties hereto 
the day and year first above written. 


Union Traction Company of Philadelphia 

By 

JOHN LOWBER WELSH, 

President. 


Attest 

Charles 0. Kruger, 

Secretary. 


Peoples Traction Company 


By 

JOHN LOWBER WELSH, 


Attest 

Charles 0. Kruger, 

Secretary. 


President. 


Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 545 
EXHIBIT THIRTEEN. 


This Agreement, Made this first day of October, 
eighteen hundred and ninety-five, between the Union 
Traction Company of Philadelphia, a corporation of 
the (State of Pennsylvania, hereinafter designated the 
Traction Company, and The Pennsylvania Company 
for Insurances on Lives and Granting Annuities, a cor¬ 
poration of the State of Pennsylvania, hereinafter des¬ 
ignated the Trustee. 

Whereas, The said Traction Company is author¬ 
ized by law to invest its funds in the purchase of shares 
of stock and bonds of any corporation whose works, 
railway, motors, or other property are leased, operated, 
or constructed by it; 

And Whereas, A contract has been made between 
the Electric Traction Company, Peoples Traction Com¬ 
pany, and the said Union Traction Company for the 
construction by the said Union Traction Company of 
electric motors and other necessary equipment to be 
used upon and in connection with the lines of the said 
Electric Traction Company and the said Peoples Trac¬ 
tion Company; 

And Whereas, The Traction Company has further 
contracted to purchase from the holders thereof a ma¬ 
jority of the shares of said Electric Traction Company 
at the rate of eighty-five dollars per share for each 
share on which fifty dollars has been paid, and seventy 
dollars per share for each share on which thirty dollars 
has been paid; and the shares of said Peoples Traction 
Company at the price of seventy-six dollars per share, 
said purchase price is to be paid to the holders in cer¬ 
tificates, in the form hereinafter set out, which certifi- 


546 Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 

cates shall be secured by the deposit with the Trustee 
of all the shares of the Electric Traction Company and 
Peoples Traction Company so purchased. 

Now, Therefore, this Agreement Witnesseth, That 
in consideration of the covenants mutually to be done, 
kept, and performed by each party toward the others 
in reference to the subject matter hereof, it is mutually 
agreed as follows:— 

First .—That the Traction Company will and doth 
hereby deliver to the said Trustee certificates for ten 
thousand shares of the capital stock of the Electric 
Traction and ten thousand shares of the capital stock 
of the Peoples Traction Company, and will from time 
to time deliver certificates for such additional shares 
as from time to time the Traction Company may desire 
to deposit as the basis of the issue of additional certifi¬ 
cates to be issued in payment therefor at the prices 
hereinbefore recited, said deposit of shares of Electric 
and Peoples Traction stock being made for the purpose 
of securing an issue of trust certificates in the form 
hereinafter prescribed, and subject to the reservations, 
terms, and conditions hereinafter more particularly 
set out. 

Second .—The said Trustee doth hereby receive 
said shares of stock as aforesaid upon the terms herein 
and hereafter set out, and agree to presently issue and 
deliver to the said Traction Company for negotiation 
by it trust certificates in form substantially as fol¬ 
lows :— 

No $ 

Electric and Peoples Traction Stock Trust 
Certificate. 

Issued by The Pennsylvania Company for Insurances 
on Lives and Granting Annuities. 


Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 547 

Secured by deposit of shares of the capital stock of 
the Electric Traction Company and the Peoples 
Traction Company of Philadelphia and by con¬ 
tract of the Union Traction Company of Phila¬ 
delphia. 

The Pennsylvania Company for Insurances on 
Lives and Granting Annuities, as Trustee under and 
upon the terms of certain articles of agreement be¬ 
tween itself and the Union Traction Company of Phil¬ 
adelphia of even date herewith, duly recorded in the 
office of the Recorder of Deeds for the city and county 
of Philadelphia, deposited with the Trustee, by virtue 
of which it is the holder in trust of certain shares of 
the capital stock of the Electric Traction Company and 
the Peoples Traction Company of Philadelphia, hereby 
certifies that the registered holder hereof, for value 
received, is entitled to the sum of one thousand dol¬ 
lars, lawful gold coin of the United States of America 
of present standard weight and fineness, with interest 
thereon at the rate of four per cent, per annum, pay¬ 
able in like gold coin at the office of the Trustee in the 
city of Philadelphia, semi-annually, on the first days 
of April and October in each year to the registered 
owner hereof, or his legal representative, the principal 
of this certificate to be redeemable at the option of the 
Union Traction Company on October 1st, 1945, or at 
any semi-annual interest period thereafter, the pay¬ 
ment of which said principal and interest is secured 
by the deposit of said shares of the capital stock of 
the Electric Traction Company and the Peoples Trac¬ 
tion Company of Philadelphia with said Trustee in 
accordance with the terms of the articles of agreement 
aforesaid, as by reference thereto will more fully ap¬ 
pear, said agreement also containing an obligation on 
the part of the Union Traction Company of Philadel¬ 
phia, guaranteeing the payment of the principal and 


548 Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 

interest at maturity of this and like certificates issued 
hereunder. 

Said agreement also vesting said Trustee with 
power, in event of default in the payment of said prin¬ 
cipal and interest upon the terms and conditions in 
said agreement fully expressed, to sell the said shares 
of the Electric Traction Company and the Peoples 
Traction Company of Philadelphia deposited as afore¬ 
said for the benefit of the holders hereof. These cer¬ 
tificates may be transferred and registered by the 
owner in person, or by his attorney duly authorized, 
upon the register kept for that purpose at the office of 
said Trustee at Philadelphia, and a certificate of every 
such transfer and registration shall be indorsed hereon, 
and upon such transfer and registration, the registered 
owner only, or the legal representative of such regis¬ 
tered owner, shall be entitled to receive the principal 
and interest of this certificate. 

This certificate is one of a series of certificates 
numbered from one upwards, the aggregate amount 
of which outstanding at any one time by the terms of 
said articles of agreement is limited to thirty millions 
of dollars; and said certificates are to be certified by 
the Trustee and issued only upon the deposit with the 
Trustee of shares of the Electric Traction Company 
and Peoples Traction Company of Philadelphia, for 
the purchase of which these certificates are issued, at 
the rate of eighty-five dollars per share for each share 
of Electric Traction stock on which fifty dollars has 
been paid, and seventy dollars per share for each share 
of said stock on which thirty dollars has been paid, and 
at the rate of seventy-six dollars per share for each 
share of People’s Traction stock so deposited and 
held by the Trustee hereunder all of said certificates 
to be of like date, amount, tenor, and effect, without 
priority, preference, or distinction whatsoever of one 
over another; and the principal and interest therein 


Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 549 

named are payable without deduction for any tax or 
taxes now imposed or hereafter to be imposed thereon, 
either by the laws of the United States or of the State 
of Pennsylvania, for national, State, or municipal pur¬ 
poses, and which either or any of said companies is or 
may be required or authorized to retain therefrom, the 
said Union Traction Company of Philadelphia agree¬ 
ing to pay or cause the same to be paid. 

In Testimony Whereof, The Pennsylvania Com¬ 
pany for Insurances on Lives and Granting Annuities 
has caused its corporate seal to be hereunto affixed, 
duly attested, the first day of October, A. D. 1895. 

It is hereby attested that the obligations recited 
in this certificate as having been entered into by the 
Union Traction Company of Philadelphia in the agree¬ 
ment therein referred to are correctly stated. 

In Testimony Whereof, By authority of the board 
of directors, the corporate seal of the Union Traction 
Company of Philadelphia has been hereto duly affixed 
and attested. 

Third .—That the certificates of Electric and Peo¬ 
ples Traction shares, delivered by the Union Traction 
Company to the Trustee, shall remain untransferred 
in the name of the Union Traction Company, but the 
Union Traction Company shall deliver to the Trustee 
bills of sale and powers of attorney to transfer all 
shares deposited with the Trustee in form substantially 
as follows:— 

Know all Men by these Presents, That the Union 
Traction Company of Philadelphia for value received 
has bargained, sold, assigned, and transferred, and by 
these presents does bargain, sell, assign, and transfer 
unto The Pennsylvania Company for Insurances on 
Lives and Granting Annuities, Trustee, shares 

of the stock of the Electric Traction Company 

and shares of the stock of the Peoples Trac- 


550 Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 

tion Company of Philadelphia, standing in the name 
of said Union Traction Company on the books of the 
said corporations respectively, and the Union Traction 
Company hereby constitutes and appoints The Penn¬ 
sylvania Company for Insurances on Lives and Grant¬ 
ing Annuities, Trustee, its true and lawful attorney, 
irrevocable, for it and in its name and stead, but to 
the use of said Trustee, to sell, assign, transfer and 
set over all or any part of the said stock, and for that 
purpose to make and execute all necessary acts of 
assignment and transfer, and one or more persons to 
substitute with like full power, hereby ratifying and 
confirming all that the said attorney or its substitute 
or substitutes shall lawfully do by virtue hereof: Pro¬ 
vided, however, That no transfer of such shares shall 
be made on the books of the corporations until the 
Union Traction Company shall make default in the 
performance of some of the covenants or agreements 
contained in the contract dated October 1st, 1895, be¬ 
tween the said Union Traction Company and the 
Trustee. 

In Witness Whereof, The Union Traction Com¬ 
pany has caused its corporate seal to be hereunto 
affixed the day of 18 

Sealed and delivered in the 
presence of: 

Fourth .—The Union Traction Company hereby 
covenants and agrees to appropriate out of the divi¬ 
dends which may be declared upon the shares of said 
Electric Traction Company and said Peoples Traction 
Company a sum which shall be sufficient to meet the 
interest at the rate of four per cent, upon all certifi¬ 
cates issued hereunder, as said interest shall mature 
on the first days of April and October in each year, 
together with all taxes which may be imposed thereon, 
and to pay the same to the Trustee at such times as 


Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 551 

will enable the Trustee promptly to pay said interest 
and taxes as the same shall mature; it being further 
provided, that said Union Traction Company, on Octo¬ 
ber 1st, 1945, or at any semi-annual interest period 
thereafter, may redeem said certificates, or any of 
them, by paying the principal sum thereby secured, of 
which intention to redeem notice shall be given by 
advertisement, published twice a week in two daily 
newspapers in the city of Philadelphia for two weeks 
prior to the date of such proposed redemption. 

Fifth .—If at any time the said dividends on said 
shares of capital stock of the Electric Traction Com¬ 
pany and the Peoples Traction Company shall not be 
adequate for the payment of the interest and taxes on 
said certificates when and as the same shall be payable 
by the terms thereof, then and in that event the said 
Union Traction Company promises, covenants, and 
agrees, on or prior to the date when such interest or 
taxes becomes due, to provide the requisite sums or 
amounts for the payment of the same, and to pay the 
same to the Trustee. 

Sixth .—If at any time after demand the Union 
Traction Company shall make default, or neglect, re¬ 
fuse, or omit to pay the amount necessary to make up 
the amount needed to meet the accruing interest upon 
any of said certificates as therein provided at any 
time, together with the taxes aforesaid, and such de¬ 
fault shall continue for ten days after the said interest 
or taxes shall become due and payable as aforesaid, 
then and in such case it shall be the duty of the said 
Trustee, or whoever may be the trustee or trustees for 
the time being under this indenture, forthwith to cause 
the shares of stock of the Electric Traction Company 
and the Peoples Traction Company then held by it to 
be transferred into the name of the Trustee upon the 


552 Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 

books of the several corporations issuing the same, 
and thereafter to collect all dividends which may be 
payable thereon, and it shall be the further duty of 
the Trustee, upon the written request of the holders 
of one-fourth in amount of the said certificates out¬ 
standing and unpaid, to sell at public sale, for the best 
price that can be obtained therefor, the whole of the 
stock in the possession of the Trustee, or so much 
thereof as may be necessary to pay the said certifi¬ 
cates and all arrears of interest thereon, and all ex¬ 
penses attending as well the execution of this trust as 
the said sale, and any other costs and charges that may 
be necessarily incurred in consequence of such sale, in 
such lots or parcels, however, as the Trustee may deem 
most beneficial, and with authority to the said Trustee 
for the time being to adjourn, from time to time, the 
sale of the whole or any part of the said stock, at its 
discretion; it being further provided that it shall be 
the duty of the Trustee, upon the written request of 
the holders of a majority in amount of the certificates 
outstanding, to purchase at such sale, for the account 
of the holders of all the outstanding certificates, all 
the shares of the capital stock of the Electric Traction 
Company and Peoples Traction Company thus sold, 
which said shares thus purchased shall be held in trust 
by said Trustee for the certificate holders or distrib¬ 
uted among them pro rata, as may be determined by 
the written request of the majority of said certificate 
holders; it being hereby further expressly understood 
and agreed, by and between the parties hereto, that in 
case default in the payment of interest or taxes shall 
be made as aforesaid, then the entire principal sum 
mentioned in all of the said certificates shall, upon the 
demand of the holders of one-fourth of the said certifi¬ 
cates being made as aforesaid, become due and pay¬ 
able forthwith, anything herein or in the said certifi¬ 
cates contained to the contrary thereof notwithstand- 


Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 553 

ing, and any proceeding, either at law or in equity, to 
enforce any covenant of the said Union Traction Com¬ 
pany herein contained shall be in the name of the Trus¬ 
tee for the benefit of the holders of all certificates then 
outstanding. 

Seventh .—Until default shall be made in the pay¬ 
ment of interest and taxes, or principal, as hereinbe¬ 
fore provided, the said Trustee, or the trustees or trus¬ 
tee for the time being, shall permit and suffer, and so 
far as its action may be requested, may and shall, by 
proper instruments in writing, aid the Union Traction 
Company to exercise the rights and powers of an owner 
in voting upon said shares at any and all corporate 
meetings and elections of the Electric Traction Com¬ 
pany and the Peoples Traction Company, and also to 
collect and receive all dividends which from time to 
time may be declared upon said shares until some de¬ 
fault be made as aforesaid, and also to exercise such 
other rights, powers, and privileges incidental thereto 
as may not be inconsistent with the security hereby 
intended to be given for the benefit of said certificate 
holders. 

Eighth .—In the event of the resignation, neglect, 
refusal, or incapacity to act of the said Trustee or any 
successor in the trust, then the said Union Traction 
Company shall, by resolution of its board of directors, 
appoint a new trustee or trustees to fill any vacancy 
so caused; any trustee so appointed shall be a trust 
company having its office in Philadelphia. And such 
appointment may and shall be made successively from 
time to time as often during the continuance of this 
trust as occasion may arise. 

Ninth .—It is hereby further covenanted and 
agreed, and this trust is accepted upon the express 


554 Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 

condition, that neither the said Trustee nor any suc¬ 
cessors in the trust shall incur any responsibility or 
liability by reason of permitting and allowing the said 
Union Traction Company to retain and reserve the 
power and authorities heretofore provided for in re¬ 
gard to the stock of the said Electric Traction Com¬ 
pany and Peoples Traction Company, nor shall the 
said Trustee or any successors in the trust be in any 
way responsible for any other matter or thing what¬ 
ever, except the negligent, willful, or intentional 
breaches by such Trustee of the trust herein expressed 
and contained; and the said Trustee or any successors 
in the trust shall not at any time be bound or required 
to undertake any proceeding at law or in equity or 
otherwise for the protection of the certificate holders, 
involving expenditures of or liability for the payment 
of money, unless, if the Trustee shall see fit to require 
it, adequate indemnity against such liability or outlay 
be furnished it by the certificate holders asking of it 
such action or proceeding. 

Tenth .—The said Union Traction Company shall, 
from time to time, execute any other and further in¬ 
struments or assurances necessary or requisite to carry 
out the purposes hereof. 

Eleventh .—If the said principal and interest upon 
the said certificates issued as aforesaid shall be paid 
to the holders thereof when and as the said principal 
and interest shall become due, according to the tenor 
and effect of the said certificates and in accordance 
with the provisions of this agreement, then the said 
trustee or trustees for the time being shall cancel or 
destroy the said certificates, and thereupon all the 
shares of said capital stock of the Electric Traction 
Company and the Peoples Traction Company depos¬ 
ited with said Trustee hereunder shall at once be deliv- 


Ex. C — Ex. Thirteen , E. and P. 4’s, Agreement 555 


ered by the said Trustee to the said Union Traction 
Company, or to any person or persons designated by 
the said Traction Company or its president, and upon 
such transfer and delivery and full settlement of trust 
account with said Traction Company, the said Trustee 
shall be thenceforth discharged from further duties 
under this trust. 

In Witness Whereof, The parties hereto have 
caused their corporate seals to be hereunto affixed, 
duly attested, the day and year first above written. 


The Union Traction Company of Philadelphia, 
JOHN LOWBER WELSH, 

President. 

Attest 

Charles 0. Kruger, 

[seal] Secretary. 

The Pennsylvania Company for Insurances on 
Lives and Granting Annuities, 

H. N. PAUL, 

President. 

Attest 

John J. R. Craven, 

[seal] Secretary. 


State of Pennsylvania, I §s 
City of Philadelphia, / 6 

Be it Remembered, That on the seventh day of 
October, A. I). 1895, before me, the subscriber, a notary 
public of said State, in and for said city, personally 
appeared Charles 0. Kruger, who, being duly sworn 
according to law, deposed and said that he is the sec¬ 
retary of the “Union Traction Company of Philadel¬ 
phia, ” the corporation named in the above and fore¬ 
going agreement; that he was personally present at 



556 Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 


the execution of the said agreement, and saw the cor¬ 
porate seal of the said company affixed thereto; that 
John Lowber Welsh, the president of the said com¬ 
pany, did then sign, seal, and deliver the said agree¬ 
ment as his act and deed, and as the act and deed of 
the said company, by virtue of the authority vested in 
him as such president, and desire that the said agree¬ 
ment might be recorded as such act and deed; that the 
seal so affixed is the common or corporate seal of the 
said company; that he, the deponent, at the same time 
signed his name to the said agreement as a subscrib¬ 
ing witness thereto, and as said secretary in attesta¬ 
tion of the due execution and delivery thereof; and 
that the names of the said president and of this depo¬ 
nent, subscribed to the said agreement as aforesaid, 
are of their own proper and respective handwriting. 


CHAS. 0. KRUGER, 


Sworn and subscribed before me the day and year 
first aforesaid. Witness my hand and notarial seal. 

E. H. Bailey, 


[seal] 


Notary Public. 



Be it Remembered, That on the seventh day of 
October, A. D. 1895, before me, the subscriber, a notary 
public of said State, in and for said city, personally 


appeared 


, who being duly affirmed 


according to law, declared and said that he is the sec¬ 
retary of “The Pennsylvania Company for Insurances 
on Lives and Granting Annuities,” the corporation 
named in the above and foregoing agreement; that he 
was personally present at the execution of the said 
agreement, and saw the corporate seal of the said com- 



Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 557 

pany affixed thereto; that Henry N. Paul, the president 
of the said company, did then sign, seal, and deliver 
the said agreement as his act and deed, and as the act 
and deed of the said company, by virtue of the author¬ 
ity vested in him as such president, and desire that 
the said agreement might be recorded as such act and 
deed; that the seal so affixed is the common or cor¬ 
porate seal of the said company; that he, the depo¬ 
nent, at the same time signed his name to the said 
agreement as a subscribing witness thereto, and as 
said secretary in attestation of the due execution and 
delivery thereof; and that the names of the said presi¬ 
dent and of this deponent, subscribed to the said agree¬ 
ment as aforesaid, are of their own proper and respec¬ 
tive handwriting. 

JOHN J. R. CRAVEN. 

Affirmed and subscribed before me the day and 
year first aforesaid. Witness my hand and notarial 
seal. 

Wm. McKee, Jr., 

[seal] Notary Public. 


AMENDMENT TO EXHIBIT THIRTEEN. 

Memorandum of Agreement, made this 10th day 
of December, 1895, between the Union Traction Com¬ 
pany of Philadelphia, of the one part, and the Penn¬ 
sylvania Company for Insurances on Lives and Grant¬ 
ing Annuities, hereinafter called the trustee, of the 
other part. 

Whereas, by agreement heretofore made between 
the parties hereto bearing date the first day of Octo¬ 
ber 1895, certain securities of the Electric Traction 
Company and Peoples Traction Company have been 
deposited with said trustee, and the said trustee has 
issued trust certificates known as Electric Traction 



558 Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 

and Peoples Traction Stock Trust Certificates to rep¬ 
resent the interest of the holders of said certificates 
in the said deposited shares; 

And Whereas, it is the purpose of the Union Trac¬ 
tion Company that the interests of the holders of said 
shares should be at all times hereafter forever pre¬ 
served, unimpaired from any diversion by the placing 
of any liens or charges upon the properties of said 
Peoples Traction Company and said Electric Traction 
Company. 

Now this Agreement Witnesseth :— 

That the said Union Traction Company of Phila¬ 
delphia doth hereby covenant and agree with the said 
trustee that it, the said Union Traction Company, will 
not at any time hereafter cause any liens to be placed 
upon or any charge to accrue against the properties 
of said Electric Traction Company or said Peoples 
Traction Company which shall in any manner impair 
the value or security of the shares hereinabove re¬ 
ferred to and now deposited with the said trustee. 

And it is further stipulated and agreed between 
the parties hereto that if at any time hereafter any 
such liens shall be given or such charge shall become 
established, that then and in such case it shall be law¬ 
ful for said trustee, upon the request of the holders of 
any of the said trust certificates issued by the said 
trustee, and hereinbefore described, to cause all the 
shares of the Electric Traction Company and Peoples 
Traction Company held by said trustee under the terms 
of the agreement bearing date, October 1st, 1895, to be 
transferred into the name of the said trustee,, for the 
benefit of the said certificate holders, so that said trus¬ 
tee, as the legal owner and holder of said shares, shall 
fully control the business and operation of said trac¬ 
tion companies. 


Ex. C — Ex. Thirteen, E. and P. 4’s, Agreement 559 


Witness the corporate seals of the parties hereto. 

Union Traction Company of Philadelphia 
JNO. LOWBER WELSH 

President. 

Attest 

Charles 0. Kruger 

Secretary. 


Attest 

John J. R. Craven 

Secretary. 


H. V. PAUL 

President. 


560 Ex. C — Ex. Fourteen, E. and P. 4’s ( Supp.) 
EXHIBIT FOURTEEN. 


Memorandum of Agreement, Made this 10th day 
of December, 1895, between the Union Traction Com¬ 
pany of Philadelphia, of the one part, and the Electric 
Traction Company of Philadelphia, of the other part. 

Whereas, The Union Traction Company by its 
charter is authorized to enter upon any street upon 
which a passenger railway now is or may hereafter he 
constructed, with the consent of the Railway Company, 
and to make, construct, maintain and operate thereon 
such motors, cables, electrical or other appliances, and 
the necessary and convenient apparatus and mechan¬ 
ical fixtures as will provide for the traction of the cars 
of such passenger railway, and to enter into contracts 
with other traction companies to construct and operate 
motors, cables, or other appliances necessary for the 
traction of the cars. 

And Whereas, The Electric Traction Company of 
Philadelphia owns or leases and operates sundry lines 
of street railway in the City of Philadelphia and the 
necessary municipal consent has been given to it, to 
electrically equip and operate its several lines of rail¬ 
way; 

And Whereas, Said Electric Traction Company is 
desirous to secure the aid of the Union Traction Com¬ 
pany to construct and provide such necessary and con¬ 
venient apparatus for the traction of its cars by elec¬ 
tricity as a motive power as from time to time may be 
needed for the further development and operation of 
its system. 

Now this Agreement Witnesseth. 

First. —That the Union Traction Company at the 
request of the Electric Traction Company will proceed 



Ex. C — Ex. Fourteen, E. and P. 4’s ( Supp .) 561 

to furnish such electrical equipment for the lines of 
the Electric Traction Company as the Electric Trac¬ 
tion Company may designate and from time to time 
may require, and also to do all street paving and re¬ 
pairing which may be required in the ordinances of the 
City of Philadelphia and which the Electric Traction 
Company may request the Union Traction Company 
to do. 

Second .—The Union Traction Company agrees to 
provide all moneys needed for the payment of the cost 
of said equipment and supplies, and also for the street 
paving required as aforesaid, and to furnish, construct, 
erect and do the same so that the property of the Elec¬ 
tric Traction Company shall not be liable for any lien 
for the same, and the Union Traction Company shall 
be entitled to receive from the Electric Traction Com¬ 
pany, in payment for the cost thereof, a sum which 
shall equal the net cost thereof to the Union Traction 
Company with a contractors profit of 10 per cent. It 
being understood that the Electric Traction Company 
has the right and power to make agreements with the 
lessor companies, assuring to them the reversion at 
the termination of their leases respectively, of the 
estate in the plant so to be constructed on their re¬ 
spective lines. 

Third .—The sum so payable by the Electric Trac¬ 
tion Company to the Union Traction Company shall 
not be demandable forthwith, but the Union Traction 
Company agrees to permit the Electric Traction Com¬ 
pany to have credit for the same, to be paid out of the 
receipts of the business, which may remain after the 
payment of an annual dividend of $3.40 per share on 
the full paid stock of the Electric Traction Company, 
and $2.80 per share on the $30.00 paid stock of the 
Electric Traction Company, the account to carry in- 


562 Ex. C — Ex. Fourteen , E. and P. 4’s (Supp.) 


terest at the rate of 6% per annum payable semi¬ 
annually, said credit to continue until the amount 
thereof can be liquidated out of the earnings of the 
Railway Company as aforesaid. 


Witness the corporate seals of the corporations, 
parties hereto affixed by authority of their several 
boards of directors the day and year first above 
written. 

Union Traction Company of Philadelphia 

By 

JOHN LOWBER WELSH 

President. 

Attest 

Charles 0. Kruger, 

Secretary. 


Electric Traction Company 


By 

JEREMIAH J. SULLIVAN 


Attest 

R. C. Brewster, 

Secretary. 


President. 


Exhibit D — Lease, Hestonville, Mantua and 563 
Fairmount Pass. Ry. Co. and Union Trac. Co. 

EXHIBIT D. 

Lease and Agreement between Hestonville, Mantua 
and Fairmount Passenger Railroad Company and 
Union Traction Company of Philadelphia. 

Agreement, Entered into this twenty-seventh day 
of January, Anno Domini one thousand eight hundred 
and ninety-eight, between the Hestonville, Mantua and 
Fairmount Passenger Railroad Company (hereinafter 
called Hestonville) and the Union Traction Company 
of Philadelphia (hereinafter called Union). 

Whereas, Hestonville is a corporation duly incor¬ 
porated under special law of the Commonwealth of 
Pennsylvania, with certain rights, privileges, and fran¬ 
chises, including, inter alia, the right to lay down, con¬ 
struct, maintain, and operate a passenger railway on 
certain streets of the city of Philadelphia, and the fur¬ 
ther right to construct and maintain the overhead trol¬ 
ley system in connection therewith for the purpose of 
operating its cars; 

And Whereas, The Fairmount Park and Hadding¬ 
ton Passenger Railway Company (a corporation or¬ 
ganized under the General Passenger Railway Act of 
May 14th, 1889, and its supplements, and possessing 
like rights, privileges, and franchises as Hestonville, 
and owning and operating a line of railway connecting 
with that of Hestonville), did upon the sixth day of 
May, A. D. 1895, duly lease upon certain terms and 
conditions its railway and all its property, rights, fran¬ 
chises, and privileges unto Hestonville in and by a cer¬ 
tain indenture of lease, a copy of which is attached 
hereto, marked “Exhibit 1,” and made a part of this 
agreement as if the same were set forth in full in this 
recital; 


564 Exhibit D — Lease, Hestonville, Mantua and 

Fairmount Pass. By. Co. and Union Trac. Co. 

And Whereas, Hestonville is the owner in fee of 
certain real estate necessary to and used in and about 
the operation of its railway; 

And Whereas, Hestonville is the owner of certain 
contracts appertaining to the operation of the railways 
owned, leased, or operated by it; 

And Whereas, Union is a traction motor company 
incorporated under the General Act of March 22d, 1887, 
and is authorized to acquire by lease and to operate the 
railway, property, and franchises of passenger railway 
companies, and has already acquired and is operating 
various lines of passenger railway in the city of Phila¬ 
delphia connecting with the railways (owned and 
leased) of Hestonville; 

And Whereas, The respective railroads and works 
belonging to the parties hereto can be extended, im¬ 
proved, and operated more profitably to the owners 
and more advantageously to the public under one man¬ 
agement, and Union has therefore offered to lease the 
railway and all the property of Hestonville (owned or 
leased as aforesaid), and to stand in its place and 
stead with reference to its contracts, debts, obligations, 
guarantees, and suits at law or in equity under the 
terms and conditions hereinafter set forth, which offer 
has been duly accepted by the stockholders of Heston¬ 
ville at a special meeting duly called and assembled for 
such purpose, at which meeting this form of lease was 
read and approved, and the officers of the company au¬ 
thorized and directed to execute and deliver the same: 

Noiv therefore this Indenture Witnesseth, That 
for and in consideration of the rents to be paid, and of 
the covenants and agreements on the part and behalf 
of Union to be by it kept and performed as hereinafter 
mentioned, Hestonville has granted, demised, and let, 


Exhibit D — Lease, Hestonville, Mantua and 565 

Fairmount Pass. Ry. Co. and Union Trac. Co. 

and by these presents doth grant, demise, and let unto 
Union, its successors and assigns, all and singular its 
real estate; also its railroad as the same is now located 
and as it may hereafter be located and constructed, in 
pursuance of any and every lawful authority now ex¬ 
isting or which may hereafter exist, together with its 
appurtenances, rolling stock, chattels, poles, wires, 
boilers, engines, dynamos, electrical machinery and 
supplies, and all other property, real or personal, of 
whatever kind, wheresoever situate; all its franchises, 
rights, and privileges thereto respectively belonging or 
in anywise appertaining, and all its leasehold rights, 
particularly those acquired from the Fairmount Park 
and Haddington Passenger Railway Company, under 
the agreement or lease hereinbefore recited; also all 
its contracts for operating railways and use of tracks: 
Provided always, nevertheless, And it is hereby ex¬ 
pressly understood and agreed, that nothing herein 
contained shall be deemed or taken in any manner to 
affect the right of corporate existence of Hestonville, 
or such powers and franchises of which the exercise 
may from time to time be necessary to protect the in¬ 
terests of its stockholders according to the true intent 
and meaning of these presents. 

To have and to hold the same unto Union for and 
during the full term of nine hundred and ninety-nine 
years beginning January 1st, 1898, unless the term be 
sooner ended and determined as hereinafter provided. 

In consideration of the premises Hestonville and 
Union do covenant and agree as follows, each binding 
itself, its successors and assigns, to the other, its suc¬ 
cessors and assigns:— 

One. —Union shall and will, in addition to the pay¬ 
ments hereinafter provided for, yield and pay to Hes¬ 
tonville as rent of the premises herein demised the 


568 Exhibit D — Lease, Hestonville, Mantua and 

Fairmount Pass. Ry. Co. and Union Trac. Co. 

yearly rent or sum of one hundred and ten thousand 
six hundred and seventy-eight dollars, which shall be 
payable in gold coin of the United States of America 
of the present standard of fineness and weight; said 
yearly rental shall be paid in equal semi-annual pay¬ 
ments on or before the first days of July and January 
in each year, so that Hestonville on such days respec¬ 
tively may be able to make distribution of the same as 
a dividend to its shareholders. The first payment to 
be made on or before July 1st, 1898. And Hestonville 
does on its part agree that the said rental shall be 
appropriated, first, to the payment of a dividend upon 
its ten thousand six hundred and seventy-eight shares 
of preferred stock at the rate of six per cent, per 
annum, and the remainder of said rental to the pay¬ 
ment of a dividend upon its thirty-nine thousand three 
hundred and twenty-two shares of common stock at the 
rate of four per cent, per annum, said shares being of a 
par value of fifty dollars each. 

Two. —In addition to the rental provided for in 
paragraph one Union shall pay to Hestonville the sum 
of three thousand dollars per annum, payable in equal 
quarterly payments, beginning January 1st, 1898, for 
the purpose of enabling Hestonville to maintain its 
corporate organization. 

Three. —Union shall, on behalf of Hestonville, 
make all the payments which Hestonville is required to 
make to or on behalf of the Fairmount Park and Had¬ 
dington Passenger Railway Company under the agree¬ 
ment of May 6th, 1895, upon the days and times therein 
provided. 

Four. —Union shall and will, on behalf of Heston¬ 
ville, make all payments of interest upon the funded 
debt of Hestonville as the same shall hereafter fall due, 
said funded debt being represented by 


Exhibit D — Lease, Hestonville, Mantua and 567 

Fairmount Pass. Ry. Co. and Union Trac. Co. 

{a.) An issue of one hundred and twenty-four 
thousand five hundred dollars six per cent, mortgage 
bonds due January 1st, 1901, interest payable January 
1st, and July 1st in each year. 

(b.) An issue of seventy-five thousand dollars six 
per cent, mortgage bonds due March 1st, 1902, interest 
payable March 1st and September 1st of each year, 
free of tax. 

(c.) An issue of one million two hundred and fifty 
thousand dollars five per cent, mortgage bonds (known 
as consolidated mortgage bonds) due May 1st, 1924, 
interest payable May 1st and November 1st of each 
year, free of tax. Of these bonds, one hundred and 
ninety-nine thousand five hundred dollars are retained 
in the treasury for the purpose of retiring the under¬ 
lying bonds above mentioned when they fall due. 

(d.) Also certain mortgages and ground rents 
secured upon the several parcels of real estate owned 
by Hestonville. 

And it is understood and agreed that whenever 
the same or any part thereof becomes due, or at any 
time prior thereto that Union may so desire, Union 
shall have the right to renew, refund, or extend the 
same or any portion thereof for such time and upon 
such rates of interest (not exceeding the present rates) 
as to it may seem expedient, and Hestonville will take 
such corporate action in the premises as may be neces¬ 
sary to carry out the arrangements made by Union in 
reference thereto. 

Five. —Union shall and will during the continu¬ 
ance of the term hereby created assume the payment 
of, and will faithfully and punctually pay, all taxes, 
charges, licenses, and assessments now or hereafter 
lawfully imposed upon Hestonville, or for which Hes¬ 
tonville would otherwise in anywise be lawfully charge¬ 
able on account of its corporate existence, its fran- 


568 Exhibit D — Lease, Hestonville, Mantua and 

Fairmount Pass. Ry. Co. and Union Trac. Co. 

chises, property, real or personal, cars, business, earn¬ 
ings, bonds, capital stock, dividends, or profits. 

Six .—Union shall and will, at its own expense and 
cost, at all times during the continuance of this term 
do all the paving, repairing, and repaving of streets 
along which the tracks of Hestonville or its leased line 
are or hereafter may be laid which Hestonville may 
be required to do under any laws or ordinances now or 
hereafter in force. 

Seven .—It is the intention and agreement that 
Union shall take over the property of the Hestonville 
Passenger Railroad Company hereunder as of the first 
day of January, 1898; all receipts and expenditures 
since that time shall be considered as the receipts and 
expenditures of Union; Union shall be entitled to all 
moneys on hand, in bank, or in course of collection, all 
outstanding claims and choses in action of every kind, 
due or to become due to Hestonville; on the other hand, 
it shall assume all contracts heretofore entered into by 
Hestonville, it shall pay all moneys due by Hestonville 
under any contracts heretofore entered into, and like¬ 
wise it shall assume and pay all indebtedness of every 
description of Hestonville (except the bonded indebt¬ 
edness as aforesaid), whether the said indebtedness is 
liquidated, accruing, accrued, or to accrue, admitted, - 
disputed, in suit, or otherwise; it shall assume the de¬ 
fense of all suits and claims of every kind, including 
claims for penalties or claims for damages to persons 
or property, or growing out of any cause of action 
arising or existing prior to the taking effect of this 
lease, including all costs and expenses of any suit 
brought or to be brought thereon; so far as any claims 
or suits for damages are insured against, Union ac¬ 
cepts any liability which would otherwise fall upon 
Hestonville from the unwillingness, failure, neglect, or 
inability of the insurer to care for and discharge the 


Exhibit D — Lease, Hestonville, Mantua and 569 

Fairmount Pass. Ry. Co. and Union Trac. Co. 

same. Union, however, succeeds to all the rights of 
Hestonville under said contracts of insurance. 

Eight. —An inventory and appraisement shall be 
made forthwith of all the rolling stock, supplies, and 
movable property of Hestonville, which shall be agreed 
upon between the parties and verified by the signature 
of the presidents of the respective parties; in case they 
are unable to agree they shall appoint an arbitrator, 
whose decision shall be final. 

Nine. —An account shall be opened between Hes¬ 
tonville and Union. Hestonville shall he credited with 
the amount of said inventory and with all cash on hand 
January 1st, 1898; it shall likewise be credited with 
any sums due January 1st, 1898, and thereafter col¬ 
lected, or with any sums received by Union from the 
sale of any property of Hestonville, real or personal. 
On the other hand, Hestonville shall be charged with 
all payments made by Union on account of Heston¬ 
ville, the liability for which accrued prior to January 
1 st, 1898, including such portions of taxes, interest, and 
fixed charges as were due on that date upon an appor¬ 
tionment. No payments hereafter made by Union on 
behalf of Hestonville which are incurred in the opera¬ 
tion of the said road or in the payment of the rentals, 
taxes, fixed charges, and guarantees included herein, 
shall enter into said account. Union shall further be 
authorized to charge against Hestonville in said ac¬ 
count any payments which it may be compelled to 
make on account of the principal of the funded debt of 
Hestonville in case the same cannot be extended as 
provided in paragraph four; and also all moneys which 
it may expend in the extension or improvement of 
Hestonville or its leased line; hut charges in the nature 
of maintenance and renewals shall not he so included. 
Hestonville shall also be credited with the premiums 
received from the sale of the bonds now in the treasury 
reserved for the purpose of taking up the underlying 


570 Exhibit D — Lease, Hestonville, Mantua and 

Fairmount Pass. Ry. Co. and Union Trac. Co. 

bonds maturing in 1901 and 1902 as aforesaid. Upon 
the termination of the lease any equipment and sup¬ 
plies returned to Hestonville shall be appraised in the 
manner provided for in paragraph eight, and the 
amount thereof shall be charged against Hestonville. 
Said account shall not bear interest, but the balance 
due to either party hereunder shall be payable by the 
other at the end of the term hereby created, or upon 
the sooner determination of this lease. 

Ten. —Union shall keep the demised premises in¬ 
sured to such an extent as it insures other property 
held by it, and Union is to have the option either to 
carry said insurance with insurance companies or in 
its own insurance fund. In case of any loss by tire any 
moneys received from insurance shall be reinvested in 
restoring the property, or, if not so reinvested, shall 
be credited in the account hereinbefore provided. 

Eleven .—Union shall have full power and author¬ 
ity to operate Hestonville in connection with the other 
lines controlled by it in such manner as Union shall 
deem will best serve its interests and accommodate the 
public; but no part of the railway herein demised shall 
be permanently abandoned without the consent of the 
board of directors of Hestonville, or unless other 
routes equally valuable shall be substituted therefor. 

Twelve .—It is the true intent and meaning of this 
agreement that the railway system herein demised 
shall be at all times kept in the same general good re¬ 
pair and condition in which the same now is, but Union 
is to have the right, from time to time, to make such 
substitution and replacement of motive power and 
equipment as it may adopt on other lines operated by 
it, and as may seem necessary to properly carry out 
the public franchises exercised hereunder, by and with 
the consent of the board of directors of Hestonville. 


Exhibit D — Lease, Hestonville, Mantua and 571 

Fairmount Pass. Ry. Co. and Union Trac. Co. 

Thirteen .—Hestonville shall and will during the 
term hereby created continue its corporate existence 
and organization, and at all times and from time to 
time during the said term, when requested by Union, 
it shall and will put in force and exercise each and 
every lawful corporate power and do each and every 
lawful corporate act which may be requested by Union 
and which may be necessary to enable Union to enjoy 
and avail itself of and exercise every right, franchise, 
and privilege in respect to the use, management, main¬ 
tenance, extension, or improvement of the premises 
hereby demised or intended so to be; Union hereby 
agreeing to indemnify and save harmless Hestonville 
and its said leased lines against all loss, damage, or 
liability by reason of such exercise of corporate 
powers. 

Fourteen. —Union, keeping and performing the 
covenants and agreements herein contained on its part 
to be kept and performed, shall and may at all times, 
and from time to time, peaceably and quietly have, 
hold, use, and enjoy the demised premises, and every 
part and parcel thereof, with the appurtenances, with¬ 
out any manner of let, suit, trouble, or hindrance from 
Hestonville, its successors or assigns. Hestonville 
shall and will at any time hereafter, when requested 
so to do, execute and deliver such further assurances 
as may be reasonably required to fully effectuate the 
intent and purposes of this lease and more fully to 
cause to accrue unto Union the rights and privileges 
herein mentioned, created, and granted, or intended 
so to be. 

Fifteen .—It is expressly understood and agreed 
that as to the payments of rental stipulated to be made 
by Union in paragraph one hereof, and as to each and 
every of the other payments stipulated to be made by 
it in paragraphs two, three, four, and five hereof re- 


572 Exhibit D — Lease, Hestonville, Mantua and 

Fairmount Pass. Ry. Co. and Union Trac. Co. 

spectively, when the time for paying said rental or 
making any of said payments is specified in any of said 
paragraphs respectively, the time thus specified shall 
be regarded as of the essence of the contract, and shall 
not be relieved against under any circumstances or in 
any manner whatsoever; and that any failure or de¬ 
fault on the part of Union to pay any installment of 
said rental upon the day upon which such installment 
is required to be paid in paragraph one, or within ten 
days thereafter, or any failure or default on the part 
of Union to make any other payment or payments 
required to be made under paragraphs two, three, four, 
or five hereof respectively upon the day or days when 
the same are therein respectively required to be made, 
if such default shall continue for ten days after Hes¬ 
tonville shall have given to them notice in writing of 
the existence of such default, shall, at the option of 
Hestonville, work the immediate and absolute forfeit¬ 
ure and determination of this lease and of all rights of 
Union hereunder, without any arbitration, and it shall 
be the right of Hestonville immediately to repossess 
itself of the hereby demised premises in the manner 
hereinafter provided in paragraph sixteen. 

Sixteen .—If upon the expiration of the term 
hereby created Union shall fail to deliver up to Hes¬ 
tonville all of the premises and property demised and 
included or forming part of this lease and agreement, 
or if at any prior time Hestonville shall exercise the 
option hereinbefore given to it to terminate the same 
by reason of any breach of condition by Union as here¬ 
inbefore provided, then and in either event it shall be 
lawful for Hestonville to enter into and upon the 
hereby demised premises, or such as may be substi¬ 
tuted in their place and form the subject of this lease, 
and take possession of the same, with the appurte¬ 
nances and with all additions and improvements 


Exhibit D — Lease, Hestonville, Mantua and 573 
Fairmount Pass. Ry. Co. and Union Trac. Co. 

thereon, and upon such re-entry to remove all persons 
therefrom, and thenceforth to have, hold, possess, and 
enjoy, and take the same as of its former estate there¬ 
under, and thereafter all the estate and interest of 
Union in and to the same shall absolutely cease and 
determine, as though these presents had never been 
made: Provided, however, That such re-entry shall not 
in any manner affect any claim of Hestonville for rent 
or for damages resulting from the breach of the cove¬ 
nants herein contained: And provided further, That 
any failure or continued failure of Hestonville to en¬ 
force any of its rights under this lease shall not operate 
as a waiver of said rights or as an estoppel against 
Hestonville in the premises; but upon each and every 
breach of any condition or covenant by Union, Heston¬ 
ville shall be entitled to enforce its rights hereunder 
as promptly and thoroughly as though it were the first 
breach by Union of said covenant or condition, although 
the same or similar failures on the part of Union shall 
have been, from time to time, acquiesced in by Heston¬ 
ville. In case of such default by Union, and such de¬ 
termination of this lease by Hestonville, if it shall be 
necessary for the protection of the rights, interests, 
and estate of Hestonville in the hereby demised prem¬ 
ises, to commence proceedings in ejectment, or other 
action in law or equity, for the whole or any part of 
the hereby demised premises, it shall be competent for 
any attorney of any court of record of this Common¬ 
wealth to appear on behalf of Union, for which this 
shall be his sufficient warrant, and confess judgment 
in such ejectment or other proceedings, and thereupon 
a writ of haberi facias possessionem may forthwith 
issue. And it is further agreed, that in the event of a 
confession of judgment having been obtained, Heston¬ 
ville, in order to recover possession of the personal 
property hereby demised and such other personal prop¬ 
erty as may have been substituted for it, and of all 


574 Exhibit D — Lease , Hestonville, Mantua and 
Fairmount Pass. Ry. Co. and Union Trac. Co. 

improvements and constructions which may have been 
made by Union under the provisions of this lease, may 
commence an action of replevin against Union and any 
person or persons, corporation or corporations in pos¬ 
session thereof through Union; and in such action any 
attorney of any court of record of this Commonwealth 
may appear for the defendant or defendants, for which 
this shall be sufficient warrant, and Union hereby re¬ 
leases Hestonville and its surety and sureties in said 
action from any and all actions, suits, and claims by 
reason of issuing of such writ or the giving of a re¬ 
plevin bond. Neither of the actions or proceedings 
above mentioned shall exclude Hestonville from any 
other action or proceeding which it may deem neces¬ 
sary for the preservation and enforcement of its rights 
under this lease, it being the intention of the parties 
hereto that immediate possession shall be had by Hes¬ 
tonville on the termination of this lease. 

In Witness Whereof, Each of the parties hereto 
hath caused its corporate seal to be hereto affixed, and 
the same to be attested by the signatures of its presi¬ 
dent and secretary, the day and year first above 
written. 

Hestonville, Mantua and Fairmount Passenger 
Railway Company, 

By 

ISAAC BLUM, 

Attest: I'resident. 

W. R. Benson, 

[seal] Secretary. 

The Union Traction Company of Philadelphia, 
By 

JNO. LOWBER WELSH, 

Attest: President. 

Chas. 0. Kruger, 

[seal] Secretary. 


Exhibit D — Lease, Hestonville, Mantua and 575 
Fairmount Pass. Ry. Co. and Union Trac. Co. 


Commonwealth of Pennsylvania, 
County of Philadelphia, 



Be it Remembered, That on the twenty-seventh 
day of January, Anno Domini one thousand eight hun¬ 
dred and ninety-eight, before me, the subscriber, a 
notary public for the Commonwealth of Pennsylvania, 
commissioned to reside in the county of Philadelphia, 
and residing in said county, personally appeared 
W. R. Benson, who, being duly sworn according to 
law, deposes and says that he is the secretary of the 
Hestonville, Mantua and Fairmount Passenger Rail¬ 
road Company; that he was personally present at the 
execution of the above-written indenture, and saw the 
common seal of the said Hestonville, Mantua and Fair- 
mount Passenger Railroad Company duly affixed 
thereto; that the said seal so affixed thereto is the com¬ 
mon and corporate seal of the said Hestonville, Man¬ 
tua and Fairmount Passenger Railroad Company; that 
the above-written indenture was duly signed, sealed, 
and delivered by Isaac Blum, president of the said 
company, as and for the act and deed of the said Hes¬ 
tonville, Mantua and Fairmount Passenger Railroad 
Company, for the uses and purposes mentioned therein, 
and that the names of Isaac Blum as president and of 
this deponent as secretary subscribed to the said in¬ 
denture in attestation of the due execution and deliv¬ 
ery thereof are of their and each of their proper and 
respective handwritings. 

W. R. BENSON. 


Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and notarial seal. 

Wm. Powers, 
Notary Public. 


[seal] 


576 Exhibit D — Lease, Hestonville, Mantua and 
Fairmount Pass. Ry. Co. and Union Trac. Co. 

Commonwealth of Pennsylvania, i ss 
County of Philadelphia, j 

Be it Remembered, That on the twenty-seventh 
day of January, Anno Domini one thousand eight hun¬ 
dred and ninety-eight, before me, the subscriber, a 
notary public for the Commonwealth of Pennsylvania, 
commissioned to reside in the county of Philadelphia, 
and residing in said county, personally appeared 
Charles 0. Kruger, who, being duly sworn according 
to law, deposes and says that he is the secretary of the 
Union Traction Company of Philadelphia; that he was 
personally present at the execution of the above-written 
indenture, and saw the common seal of the said Union 
Traction Company of Philadelphia duly affixed thereto; 
that the said seal so affixed thereto is the common and 
corporate seal of the said Union Traction Company of 
Philadelphia; that the above-written indenture was 
duly signed, sealed, and delivered by John Lowber 
Welsh, president of the said company, as and for the 
act and deed of the said Union Traction Company of 
Philadelphia, for the uses and purposes mentioned 
therein, and that the names of John Lowber Welsh as 
president and of this deponent as secretary subscribed 
to the said indenture in attestation of the due execu¬ 
tion and delivery thereof are of their and each of their 
proper and respective handwritings. 

CHAS. 0. KRUGER. 

Sworn and subscribed before me, the day and year 
aforesaid. Witness my hand and notarial seal. 

W. Nelson L. West, 

[seal] Notary Public. 


Exhibit D—Exhibit A, Lease, F . P. and E. 577 
P. Ry. Co. and H., M. & F. P. R. R. Co. 

EXHIBIT A. 


Lease and Contract between The Fairmount Park 
and Haddington Passenger Railway Company, 

PARTY OP THE FIRST PART, AND THE HeSTONVILLE, 

Mantua and Fairmount Passenger Railroad Com¬ 
pany, PARTY OF THE SECOND PART. 

This Indenture made this 6th day of May A. I). 
1895 between The Fairmount Park and Haddington 
Passenger Railway Company party of the first part 
(hereinafter called the Lessor) its successors and as¬ 
signs, and the Hestonville, Mantua and Fairmount 
Passenger Railroad Company party of the second part 
(hereinafter called the Lessee) for itself its successors 
and assigns: 

Whereas the Lessor owns a passenger railroad in 
the City of Philadelphia, State of Pennsylvania, com¬ 
mencing at Fifty-second Street and Lancaster Avenue, 
and thence along Lansdowne Avenue to Sixty-third 
Street, along Sixty-third Street to Girard Avenue; 
from Girard Avenue to Sixty-first Street; along Sixty- 
first Street to Master Street; along Master Street to 
Fifty-fourth Street; along Fifty-fourth Street to Lans¬ 
downe Avenue; along Lansdowne Avenue to Fifty- 
second Street; along Fifty-second Street to Merion 
Avenue, to place of beginning; together with the fol¬ 
lowing extension; Along Lansdowne Avenue from 
Sixty-third Street to Pennock Street; along Pennock 
Street to Cobb’s Creek and the County Line, with the 
right to cross the bridge separating Philadelphia and 
Delaware Counties; also northward along Sixty-third 
Street from Lansdowne Avenue to Lancaster Avenue, 


578 Exhibit D—Exhibit A, Lease, F. P. and H. 

P. By. Co. and H., M. & F. P. R. R. Co. 

all of which will more fully appear by reference to the 
survey and plan hereto annexed; 

And Whereas it has been deemed expedient for 
the Fairmount Park and Haddington Passenger Rail¬ 
way Company and the Hestonville, Mantua and Fair- 
mount Passenger Railroad Company that an agree¬ 
ment be entered into by the two companies for the 
connection and consolidation of the business of the 
two lines; 

And Whereas the respective roads and the works 
belonging to all parties hereto can be extended, im¬ 
proved and operated more profitably to the owners and 
more advantageously to the public under one manage¬ 
ment; and the said Lessee has therefore agreed to 
lease the works and all the property real and personal 
of the Lessor, and to stand in its place and stead with 
reference to all contracts, debts, obligations, guaran¬ 
tees and suits at law and in equity; 

Now this Indenture Witnesseth that the said Les¬ 
sor for and in consideration of the premises and the 
rents to be paid, and the covenants and agreements 
on the part and behalf of the said Lessee, to be by it 
kept and performed as hereinafter mentioned, has 
granted, demised and let, and by these presents doth 
grant, demise and let unto the said Lessee all and 
singular the railroad with its appurtenances, rolling- 
stock, chattels and all other property real or personal 
of whatsoever kind wheresoever situate, and all the 
franchises, rights and privileges of said Lessor thereto 
respectively belonging, or in any wise pertaining: Pro¬ 
vided always nevertheless, and it is hereby expressly 
understood and agreed that nothing herein contained 
shall be deemed or taken in any manner to affect the 


Exhibit D—Exhibit A, Lease, F. P. and H. 579 
P. Ry. Co. and H., M. & F. P. R. R. Co. 

right of corporate existence of the Lessor or such pow¬ 
ers and franchises of which the exercise may from time 
to time be necessary to protect the interests of its 
respective stockholders according to the true intent 
and meaning of these presents; 

To have and to hold the same unto the said Lessee 
for and during the full end and term of nine hundred 
and ninety-nine years, yielding and paying therefor 
unto the said Lessor yearly and every year during 
said term, the yearly rent or sum of Eighteen thousand 
live hundred dollars, lawful money of the United 
States; (the said rent being equal to $3 per share per 
annum upon the full paid capital stock of six thousand 
shares of a par value of $50 each, making a total cap¬ 
italization of $300,000 and in addition the sum of $500 
per annum for the maintenance of organization and the 
providing of suitable offices for the accommodation of 
the Directors and officers of the said corporation Les¬ 
sor) in equal semi-annual payments on the first days 
of the months of August and February in each and 
every year during the said term; the first payment 
thereof to begin on the first day of August 1896, free 
and clear of and from all taxes, charges and assess¬ 
ments whatsoever now existing or hereafter to be im¬ 
posed by lawful authority upon the said corporation 
Lessor, its respective franchises and property, includ¬ 
ing all income tax of the United States, which said 
rent when converted into dividends by the corporation 
Lessor, shall be paid at some convenient place in the 
City of Philadelphia, to be designated from time to 
time by the Lessee. And the said Lessee doth hereby 
covenant and agree to and with the said Lessor as 
follows: 

First .—The Lessee shall and will yearly and in 
every year during the said term, well and truly pay 


580 Exhibit D—Exhibit A, Lease, F. P. and H. 

P. Ry. Co. and H., M. & F. P. R. R. Co. 

or cause to be paid unto the said Lessor the said yearly 
rent above reserved on the days and in the manner 
limited and prescribed as aforesaid, free and clear of 
and from all taxes as aforesaid. 

Second .—The Lessee shall and will pay, satisfy 
and discharge all assessments, taxes and charges what¬ 
soever that shall or may be lawfully assessed, laid or 
imposed upon the said Lessor by any power or au¬ 
thority whatsoever during the said term, or on the 
franchises, property, earnings and business of the said 
demised premises, or arising in any way therefrom or 
to which the said Lessor would have been subject if 
this lease had not been made. 

Third .—The said Lessee shall defend all actions 
of every kind that shall or may be recovered against 
said Lessor; and shall also indemnify and save harm¬ 
less said Lessor from all causes of action, legal or 
equitable, and claims or demands that have arisen or 
may arise against it or which or may arise against the 
said Lessee in the exercise of its powers under this 
lease and during the continuance thereof. 

Fourth .—The said Lessee shall at all times during 
said term at its own expense, maintain and operate the 
railway hereby demised as the said Lessor as the 
owner thereof, is now or may be required by law to do, 
and shall keep up, maintain and operate the same in a 
first class manner, keeping the property of said Lessor 
in thorough repair, in working order and condition, 
fully equipped with rolling-stock, as the business or 
traffic of the said demised premises shall develop and 
increase. 

Fifth .—The said Lessee assumes all contracts, 
agreements, obligations and liabilities of said Lessor, 


Exhibit D—Exhibit A , Lease, F. P. and H. 581 
P. Ry. Co. and H., M. & F. P. R. R. Co. 

and all the benefit to arise therefrom shall enure to the 
said Lessee. No future merger or consolidation be¬ 
tween the said Lessee and the said corporation shall 
extinguish or impair the rights under this said lease, 
but the same shall be and remain in full force. 

Sixth .—The said Lessor hereby agrees to advance 
to the said Lessee the sum of $100,000, which funds 
shall be expended by the said Lessee in increasing and 
completing the electric equipment of the said Lessee in 
such a manner that the said Lessee may be able to 
operate the road of the said Lessor most advantage¬ 
ously. It being understood and agreed, however, that 
at the end of said term or at a sooner determination 
of this lease, the said Lessee and its successors and as¬ 
signs shall repay to said Lessor the said sum of $100,- 
000, without interest charges or deductions from or on 
account of the same. 

Seventh .—The accounts to be kept by the said 
Lessee of the road and property of the said Lessor 
shall at all reasonable hours and times be open to the 
examination of the President of said lessor and of such 
other person or persons as the said Lessor shall from 
time to time by resolution of their Directors appoint to 
examine the same. 

Eighth .—In case the said Lessee shall at any time 
during the said term omit to pay the rent or fail to 
keep and perform the agreements and covenants here¬ 
inbefore provided for, and shall continue in default in 
the premises for a period of sixty days, it shall be law¬ 
ful for the said Lessor its successors and assigns, to 
enter in and upon the demised premises forming the 
subject of this lease, and remove all persons therefrom, 
and from thence forth to have, hold, possess and enjoy 
the same as of their first and former estate therein; 
and thereupon all the estate and interest of it, the said 


582 Exhibit D—Exhibit A, Lease, F. P. and H. 

P. By. Co. and H., M. & F. P. R. R. Co. 

Lessee, in and to the same shall absolutely cease and 
determine as though these presents had never been 
made. Provided, however, that such re-entry shall 
not in any manner effect any claim for damages against 
the said Lessee, its successors and assigns resulting 
from the breach of the covenants hereinbefore men¬ 
tioned. 

Ninth .—At the end of the said term or at the 
sooner determination of this lease, the said Lessee, 
its successors and assigns, shall re-deliver and surren¬ 
der up to the said Lessor, its successors or assigns, the 
said several subjects of this lease, or such of them as 
shall then be subsisting in their place, in as good order 
and condition as the same now are, and with such addi¬ 
tions, alterations and improvements, as shall have been 
made thereto. 

Tenth .—The said Lessor shall and will, from time 
to time and at all times hereafter, at the request and 
cost of the said Lessee, make, execute and deliver all 
such other and further instruments and assurances in 
the law for the future, better or more perfectly assur¬ 
ing the premises hereby demised to the use and in 
manner aforesaid, according to the true intent and 
meaning of these presents, as by the said Lessee, or its 
counsel learned in the law, shall be reasonably devised, 
advised or required. 

Eleventh .—Each and all of the preceding cove¬ 
nants, agreements and stipulations, shall mutually 
bind, and inure to the benefit of the said Lessor and 
Lessee, their and each of their successors and assigns. 

In Witness Whereof the President and Secretary 
of the Fairmount Park and Haddington Passenger 
Eailway Company and the President and Secretary of 


Exhibit D—Exhibit A, Lease, F. P. and H. 583 
P. Ry. Co. and H., M. & F. P. R. R. Co. 

the Iiestonville, Mantua & Fairmount Passenger Rail¬ 
road Company have hereunto affixed their signatures 
and the seals of their respective companies the day and 
year first above written. 

(Signed) ISAAC BLUM, 
President Fairmount Park & Haddington 
Pass. Ry. Co. 

Attest: 

W. R. Benson, 

Secretary. 


JOHNS HOPKINS, 
Iiestonville, Mantua & Fairmount 
Pass. R. R. Co. 


Attest: 

W. R. Benson, 

[seal] Secretary. 


584 Exh. E. — Citizens’ Clearfield and Cambria 
Streets Railway Company 

EXHIBIT E. 


Lease of the Citizens Clearfield & Cambria Street 
Railway Company to the Electric Traction 
Company of Philadelphia and the Union Trac¬ 
tion Company of Philadelphia. 

This Indenture Made to take effect as of the First 
day of July Anno Domini, one thousand eight hundred 
and ninety-six (1896) between the Citizens Clearfield & 
Cambria Street Railway Company, of the first part 
(hereinafter called Railway); the Electric Traction of 
Philadelphia, of the second part (hereinafter called 
Electric), and the Union Traction Company of Phila¬ 
delphia, of the third part, (hereinafter called Union), 
Witnesseth :— 

Whereas Railway is a corporation duly organized 
and incorporated under the Act of the General Assem¬ 
bly of the Commonwealth of Pennsylvania, entitled “An 
Act to provide for the incorporation and government 
of street railways in this Commonwealth, ’ ’ approved 
May 14th, 1889, with all the powers, rights, privileges 
and franchises in said Act set forth, with authority in 
law to lay down, construct, maintain, and operate upon 
certain streets in the city of Philadelphia a street pas¬ 
senger railway to be operated by any power other than 
locomotive; the said streets being expressly enumerated 
in the charter of said Railway; 

And Whereas Electric and Union are each Trac¬ 
tion Motor Companies duly incorporated under the Act 
of the General Assembly of the Commonwealth of 
Pennsylvania, approved March 22nd, 1887, and pos¬ 
sessing the power and authority, inter alia, of leasing 
lines of street railway; 


Exli. E. — Citizens’ Clearfield and Cambria 585 
Streets Railway Company 

And Whereas, this lease has been duly approved 
by the stockholders of Railway duly convened, and the 
same has been duly accepted by Electric and Union; 

Now therefore this Indenture Witnesseth, That 
Railway for and in consideration of the covenants on 
the part of Electric to be kept and performed, has 
granted, demised, and by these presents does grant 
and demise unto Electric, its successors and assigns, 
all and singular the railway now owned and heretofore 
operated by Railway, or as the same may at any time 
hereafter be located, constructed, or extended, together 
with all and every the sidings, appurtenances, railways, 
rights of way, depot grounds, lands and tenements, 
stables, shops, and other structures of every kind and 
description, and all horses, mules, and live stock, har¬ 
ness and equipment, and stable furniture, cars, sleighs, 
wagons, and other vehicles, and generally all the per¬ 
sonal property belonging to Railway, and all rights, 
privileges, and franchises connected with or relating 
to the said demised railway, or any part thereof, or to 
the construction, maintenance, use, re-location, or oper¬ 
ation of the same as fully and as entirely as the same 
are now or may hereafter be vested in Railway, sav¬ 
ing and reserving, however, the franchise to be a cor¬ 
poration, or any other right or privilege which is or 
may be necessary to preserve the corporate existence 
or organization of Railway. 

To Have and to Hold the said railway with the 
appurtenances property, real and personal, and corpo¬ 
rate rights and franchises unto Electric, its successors 
and assigns, from the First day of July, A. D. 1896 
for and during the full term of nine hundred and 
ninety-nine (999) years thence next ensuing to be fully 
completed and ended, subject as to said term to the 


586 Exh. E. — Citizens 9 Clearfield and Cambria 
Streets Railway Company 

stipulation relative to a forfeiture hereinafter con¬ 
tained. 

In Consideration Whereof, Electric, for itself, its 
successors and assigns, covenants to and with Railway, 
its successors and assigns, as follows:— 

First. —To pay to the Treasurer of Railway, on 
the First days of January and July in each year during 
the continuance of said demise, beginning January 1st, 
1897, three per cent, on the par value of the amount of 
stock actually issued (being six per cent, per annum) 
together with the further sum of two hundred and fifty 
dollars ($250) on the first day of each January to de¬ 
fray the expense of Railway’s maintaining an office and 
corporate organization. 

Second. —To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings, or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third. —To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth. —To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof 
by Electric. 

And it is further stipulated and covenanted by the 
parties hereto. 


Exh. E — Citizens’ Clearfield and Cambria 587 

Streets Railway Company 

Fifth .—That in the event of a default on the part 
of Electric for a period of six months in making 
any of the payments above stipulated after the 
same severally become due, that then this demise, 
at the option of Railway, its successors or assigns, to 
be signified by Resolution of its Board of Directors, 
shall at once cease and determine, and said Railway, 
its successors and assigns, shall be entitled to re-enter 
and take possession of said demised premises, with 
the appurtenances, corporate rights and franchises to¬ 
gether with any additions or improvements thereon 
made by said Electric or its assigns (without any rent 
or charge made by said Electric, its successors or as¬ 
signs, for said additions or improvements), which re¬ 
entry and termination of the lease shall not relieve 
Electric from any payments accrued or accruing up to 
the termination hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any covenant, 
the said parties shall each select a person of skill and 
experience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request so to do, in writ¬ 
ing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a 
person for the defaulting party, and these two shall 
proceed as herein provided in case of no default. 

And this Indenture further Witnesseth that, with 
the consent of Railway, Electric does hereby assign, 
transfer and set over unto Union all its interests under 


588 Exh. E — Citizens’ Clearfield and Cambria 
Streets Railway Company 

this lease, under and subject to the terms thereof; and 
Union, on its part, does accept the same and does agree 
to keep and perform all of the covenants herein made 
by Electric with Railway, the same as if the lease had 
been executed in the first instance by Railway to 
Union. 


In Witness Whereof , the parties have caused their 
corporate seals to be hereto affixed, and the same to be 
attested by the signatures of their respective Presi¬ 
dents and Secretaries as of the first day of July, 1896. 

Citizens Clearfield & Cambria St. Railway Co., 
J. J. SULLIVAN, 

President. 

Attest: 

R. C. Brewster, 

Secy. Citizens Clearfield & Cambria St. Ry. Co. 


Electric Traction Co., 
J. J. SULLIVAN, 

Prest. 


Attest: 

R. C. Brewster, 

Secy. Electric Traction Co. 


Union Traction Company of Philadelphia, 
JNO. LOWBER WELSH, 


Attest: 

Chas. 0. Kruger, 

Secretary. 


President. 


Exh. F — Citizens’ East End Street Railway Co. 589 

EXHIBIT F. 


Lease of the Citizens East End Street Railway 
Company to the Electric Traction Company 
of Philadelphia and the Union Traction Com¬ 
pany of Philadelphia. 

This Indenture, Made to take effect as of the 
First day of July, Anno Domini, one thousand eight 
hundred and ninety-six (1896) between the Citizens 
East End Street Railway Company, of the first part 
(hereinafter called Railway); the Electric Traction 
Company of Philadelphia, of the second part (herein¬ 
after called Electric), and the Union Traction Com¬ 
pany of Philadelphia, of the third part (hereinafter 
called Union), Witnesseth :— 

Whereas Railway is a corporation duly organ¬ 
ized and incorporated under the Act of the General 
Assembly of the Commonwealth of Pennsylvania., en¬ 
titled “An Act to provide for the incorporation and 
government of street railways in this Commonwealth,” 
approved May 14th, 1889, with all the powers, rights, 
privileges and franchises in said Act set forth, with 
authority in law to lay down, construct, maintain, and 
operate upon certain streets in the city of Philadelphia 
a street passenger railway to be operated by any power 
other than locomotive; the said streets being expressly 
enumerated in the charter of said Railway; 

And Whereas Electric and Union are each Trac¬ 
tion JVlotor Companies duly incorporated under the 
Act of the General Assembly of the Commonwealth of 
Pennsylvania, approved March 22nd, 1887, and pos¬ 
sessing the power and authority, inter alia, of leasing 
lines of street railway; 


590 Exit. F — Citizens’ East End Street Railway Co. 

And Whereas, this lease lias been duly approved 
by the stockholders of Railway duly convened, and the 
same has been duly accepted by Electric and Union; 

Now therefore this Indenture Witnesseth, That 
Railway for and in consideration of the covenants on 
the part of Electric to be kept and performed, has 
granted, demised, and by these presents does grant 
and demise unto Electric, its successors and assigns, 
all and singular the railway now owned and hereto¬ 
fore operated by Railway, or as the same may at any 
time hereafter be located, constructed, or extended, 
together with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops, and other structures of every 
kind and description, and all horses, mules, and live 
stock, harness and equipment, and stable furniture, 
cars, sleighs, wagons, and other vehicles, and gener¬ 
ally all the personal property belonging to Railway, 
and all rights, privileges, and franchises connected 
with or relating to the said demised railway, or any 
part thereof, or to the construction, maintenance, use, 
re-location, or operation of the same as fully and as en¬ 
tirely as the same are now or may hereafter be vested 
in Railway, saving and reserving, however, the fran¬ 
chise to be a corporation, or any other right or privi¬ 
lege which is or may be necessary to preserve the cor¬ 
porate existence or organization of Railway. 

To Have and to Hold the said railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, unto Electric, its suc¬ 
cessors and assigns, from the First day of July, A. D. 
one thousand eight hundred and ninety-six (1896) for 
and during the full term of nine hundred and ninety- 
nine (999) years thence next ensuing to be fully com¬ 
pleted and ended, subject as to said term to the stipu¬ 
lation relative to a forfeiture hereinafter contained. 


Exh. F — Citizens' East End Street Railway Co. 591 

In Consideration Whereof, Electric, for itself, its 
successors and assigns, covenants to and with Railway, 
its successors and assigns, as follows:— 

First. —To pay to the Treasurer of Railway, on 
the First days of January and July in each year dur¬ 
ing the continuance of said demise, beginning January 
1st, 1897, three per cent, on the par value of the amount 
of stock actually issued (being six per cent, per an¬ 
num) together with the further sum of two hundred 
and fifty dollars ($250) on the first day of each Janu¬ 
ary to defray the expense of Railway’s maintaining 
an office and corporate organization. 

Second. —To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings, or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third. —To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of any 
streets or highways along which the track of Railway 
is now or may be hereafter laid. 

Fourth. —To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Electric. 

And it is further stipulated and covenanted by the 
parties hereto. 

Fifth. —That in the event of a default on the part 
of Electric for a period of six months in making any 
of the payments above stipulated after the same sev- 


592 Exh. F — Citizens’ East End Street Railway Co. 

erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified by 
Resolution of its Board of Directors, shall at once cease 
and determine, and said Railway, its successors and 
assigns, shall be entitled to re-enter and take posses¬ 
sion of said demised premises, with the appurtenances, 
corporate rights and franchises together with any addi¬ 
tions or improvements thereon made by said Electric 
or its assigns (without any rent or charge for said 
additions or improvements on the part of Electric, its 
successors or assigns), which re-entry and termination 
of the lease shall not relieve Electric from any pay¬ 
ments accrued or accruing up to the termination hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of this 
indenture or the due performance of any covenant, the 
said parties shall each select a person of skill and expe¬ 
rience in railway management, and these two shall se¬ 
lect a third, and the three so chosen shall hear and de¬ 
cide such difference, and the award of a majority shall 
be final and conclusive upon both parties. In case 
either party shall fail to select a person for a period 
of fifteen days after a request so to do, in writing, 
delivered to its President, then the person appointed 
by the party not in default shall select a person for the 
defaulting party, and these two shall proceed as herein 
provided in case of no default. 

And this Indenture further Witnesseth that, with 
the consent of Railway, Electric does hereby assign, 
transfer and set over unto Union all its interests under 
this lease, under and subject to the terms thereof; and 
Union, on its part, does accept the same and does agree 
to keep and perform all of the covenants herein made 
by Electric with Railway, the same as if the lease had 
been executed in the first instance by Railway to Union. 


Exit. F — Citizens' East End Street Railway Co. 593 


In Witness Whereof, the parties have caused their 
corporate seals to be hereto affixed, and the same to 
be attested by the signatures of their respective Presi¬ 
dents and Secretaries as of the first day of July, 1896. 

Citizens East End St. Raidway Co., 
J. J. SULLIVAN, 

President. 

Attest: 

R. C. Brewster, 

Secretary Citizens East End St. Ry. Co. 


Electric Traction Co., 
J. J. SULLIVAN, 

Prest. 


Attest: 

R. C. Brewster, 

Secy. Electric Traction Co. 


Union Traction Company of Philadelphia, 
JNO. LOWBER WELSH, 

President. 


Attest: 

Chas. 0. Kruger, 

Secretary. 


594 Exh. G — Brown and Parrish Sts. By. Co. 


EXHIBIT G. 


Lease of the Brown & Parrish Street Railway Com¬ 
pany to the Electric Traction Company of Phil¬ 
adelphia and the Union Traction Company of 
Philadelphia. 

This Indenture made to take effect as of the First 
day of July Anno Domini, one thousand eight hundred 
and ninety-six (1896) between the Brown & Parrish 
Street Railway Company, of the first part (hereinafter 
called Railway); the Electric Traction Company of 
Philadelphia, of the second part (hereinafter called 
Electric), and the Union Traction Company of Phila¬ 
delphia, of the third part (hereinafter called Union), 
Witnesseth :— 

Whereas Railway is a corporation duly organized 
and incorporated under the Act of the General Assem¬ 
bly of the Commonwealth of Pennsylvania, entitled 
“An Act to provide for the incorporation and govern¬ 
ment of street railways in this Commonwealth,” ap¬ 
proved May 14th, 1889, with all the powers, rights, 
privileges and franchises in said Act set forth, with 
authority in law to lay down, construct, maintain, and 
operate upon certain streets in the city of Philadelphia 
a street passenger railway to be operated by any power 
other than locomotive; the said streets being expressly 
enumerated in the charter of said Railway; 

And Whereas Electric and Union are each Trac¬ 
tion Motor Companies duly incorporated under the 
Act of the General Assembly of the Commonwealth of 
Pennsylvania, approved March 22nd, 1887, and pos¬ 
sessing the power and authority, inter alia, of leasing 
lines of street railway; 


Exli. G—Brown and Parrish Sts. By. Co. 595 

And Whereas, this lease has been duly approved 
by the stockholders of Railway duly convened, and the 
same has been duly accepted by Electric and Union; 

Now therefore this Indenture Witnesseth, That 
Railway for and in consideration of the covenants on 
the part of Electric to be kept and performed, has 
granted, demised, and by these presents does grant 
and demise unto Electric, its successors and assigns, 
all and singular the railway now owned and heretofore 
operated by Railway, or as the same may at any time 
hereafter be located, constructed, or extended, together 
with all and every the sidings, appurtenances, railways, 
rights of way, depot grounds, lands and tenements, 
stables, shops, and other structures of every kind and 
description, and all horses, mules, and live stock, har¬ 
ness and equipment, and stable furniture, cars, sleighs, 
wagons, and other vehicles, and generally all the per¬ 
sonal property belonging to Railway, and all rights, 
privileges, and franchises connected with or relating 
to the said demised railway, or any part thereof, or to 
the construction, maintenance, use, re-location, or oper¬ 
ation of the same as fully and as entirely as the same 
are now or may hereafter be vested in Railway, saving 
and reserving, however, the franchise to be a corpora¬ 
tion, or any other right or privilege which is or may 
be necessary to preserve the corporate existence or 
organization of Railway. 

To Have and to Hold the said railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises, unto Electric, its suc¬ 
cessors and assigns, from the First day of July, A. D. 
One thousand eight hundred and ninety-six (1896) for 
and during the full term of nine hundred and ninety- 
nine (999) years thence next ensuing to be fully com¬ 
pleted and ended, subject as to said term to the stipula¬ 
tion relative to a forfeiture hereinafter contained. 


596 Exh. G—Brown and Parrish Sts. Ry. Co. 

In Consideration Whereof, Electric, for itself, its 
successors and assigns, covenants to and with Railway, 
its successors and assigns, as follows:— 

First. —To pay to the Treasurer of Railway, on 
the First days of January and July in each year during 
the continuance of said demise, beginning January 1st, 
1897, three per cent, on the par value of the amount of 
stock actually issued (being six per cent, per annum) 
together with the further sum of two hundred and fifty 
dollars ($250) on the first day of each January to de¬ 
fray the expense of Railway’s maintaining an office and 
corporate organization. 

Second— To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings, or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third. —To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth. —To indemnify and save harmless Rail¬ 
way against and from all actions and damages aris¬ 
ing from the operation of Railway, or from the per¬ 
formance or non-performance of any act in connec¬ 
tion with the construction, maintenance, or operation 
thereof by Electric. 

And it is further stipulated and covenanted by 
the parties hereto. 

Fifth. —That in the event of a default on the part 
of Electric for a period of six months in making any 
of the payments above stipulated after the same sev- 


Exh. G—Brown and Parrish Sts. By. Co. 597 

erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified 
by Resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its successors, 
and assigns, shall be entitled to re-enter and take pos¬ 
session of said demised premises, with the appurte¬ 
nances, corporate rights and franchises together with 
any additions or improvements thereon made by said 
Electric or its assigns (without any rent or charge 
for said additions or improvements on the part of 
Electric, its successors or assigns), which re-entry and 
termination of the lease shall not relieve Electric from 
any payments accrued or accruing up to the termina¬ 
tion hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any covenant, 
the said parties shall each select a person of skill and 
experience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request so to do, in writ¬ 
ing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a per¬ 
son for the defaulting party, and these two shall pro¬ 
ceed as herein provided in case of no default. 

And this Indenture further Witnesseth that, with 
the consent of Railway, Electric does hereby assign, 
transfer and set over unto IJnion all its interests un¬ 
der this lease, under and subject to the terms thereof; 
and Union, on its part, does accept the same and does 
agree to keep and perform all of the covenants herein 
made by Electric with Railway, the same as if the lease 


598 Exh. G—Brown and Parrish Sts. By. Co. 


had been executed in the first instance by Railway 
with Union. 


In Witness Whereof, the parties have caused their 
corporate seals to be hereto affixed, and the same to 
be attested by the signatures of their respective Presi¬ 
dents and Secretaries as of the first day of July, 1896. 

Brown and Parrish St. Railway Co., 
J. J. SULLIVAN, 

President. 

Attest: 

R. C. Brewster, 

Secy. Brown & Parrish St. By. Co. 


Attest: 


Electric Traction Co., 
J. J. SULLIVAN, 

Brest. 


R. C. Brewster, 

Secy. Electric Traction Co. 


Union Traction Company of Philadelphia, 
JNO. LOWBER WELSH, 


Attest: 

Chas. 0. Kruger, 

Secretary. 


President. 


Exh. II — Citizens ’ North End St. Ry. Co. 599 

EXHIBIT H. 


Lease of the Citizens North End Street Railway 
Company to the Electric Traction Company of 
Philadelphia and the Union Traction Company 
of Philadelphia. 

This Indenture, Made to take effect as of the 
First day of July Anno Domini, one thousand eight 
hundred and ninety-six (1896) between the Citizens 
North End Street Railway Company, of the first part 
(hereinafter called Railway); the Electric Traction 
Company of Philadelphia, of the second part (herein¬ 
after called Electric), and the Union Traction Com¬ 
pany of Philadelphia, of the third part (hereinafter 
called Union), Witnesseih ;— 

Whereas, Railway is a corporation duly organ¬ 
ized and incorporated under the Act of the General 
Assembly of the Commonwealth of Pennsylvania, en¬ 
titled “An Act to provide for the incorporation and 
government of street railways in this Commonwealth,’’ 
approved May 14th, 1889, with all the powers, rights, 
privileges and franchises in said Act set forth, with 
authority in law to lay down, construct, maintain and 
operate upon certain streets in the city of Philadel¬ 
phia a street passenger railway to be operated by any 
power other than locomotive; the said streets being 
expressly enumerated in the charter of said Railway. 

And Whereas Electric and Union are each Trac¬ 
tion Motor Companies duly incorporated under the 
Act of the General Assembly of the Commonwealth of 
Pennsylvania, approved March 22nd, 1887, and pos¬ 
sessing the power and authority, inter alia, of leasing 
lines of streets railway; 



600 Exh. H — Citizens’ North End St. Ry. Co. 


And Whereas, this lease has been duly approved 
by the stockholders of Railway duly convened, and 
the same has been duly accepted by Electric and 
Union; 

Now Therefore this Indenture Witnesseth, That 
Railway, for and in consideration of the covenants 
on the part of Electric to be kept and performed, has 
granted, demised, and by these presents does grant 
and demise unto Electric, its successors and assigns, 
all and singular the railway now owned and hereto¬ 
fore operated by Railway, or as the same may at any 
time hereafter be located, constructed, or extended, to¬ 
gether with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops, and other structures of every 
kind and description, and all horses, mules, and live 
stock, harness and equipment, and stable furniture, 
cars, sleighs, wagons, and other vehicles, and gen¬ 
erally all the personal property belonging to Railway, 
and all rights, privileges, and franchises connected 
with or relating to the said demised railway, or any 
part thereof or to the construction, maintenance, use, 
re-location, or operation of the same as fully and as 
entirely as the same are now or may hereafter be 
vested in Railway, saving and reserving, however, the 
franchise to be a corporation, or any other right or 
privilege which is or may be necessary to preserve 
the corporate existence or organization of Railway. 

To have and to hold the said railway with the 
appurtenances property, real and personal, and cor¬ 
porate rights and franchises, unto Electric, its suc¬ 
cessors and assigns, from the First day of July, A. D., 
1896 for and during the full term of nine hundred and 
ninety-nine (999) years thence next ensuing to be fully 


Exh. H — Citizens’ North End St. By. Co. 601 

completed and ended, subject as to said terms to the 
stipulation relative to a forfeiture hereinafter con¬ 
tained. 

In Consideration Whereof, Electric for itself, its 
successors, and assigns, covenants to and with Rail¬ 
way, its successors and assigns, as follows:— 

First .—To pay to the Treasurer of Railway, on 
the First days of January and July in each year dur¬ 
ing the continuance of said demise, beginning January 
1st, 1897, three per cent, on the par value of the amount 
of stock actually issued (being six per cent, per an¬ 
num) together with the further sum of two hundred 
and fifty dollars ($250) on the first day of each Janu¬ 
ary to defray the expense of Railway’s maintaining 
an office and corporate organization. 

Second .—To pay all taxes and license fees now 
or hereafter imposed by law or ordinance upon the 
property, capital stock, earnings, or business of the 
said Railway, and to keep the demised property in 
good order and repair. 

Third .—To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth .—To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof 
by Electric. 

And it is further stipulated and covenanted by the 
parties hereto. 


602 Exh. Ii — Citizens’ North End St. Ry. Co. 


Fifth .—That in the event of a default on the part 
of Electric for a period of six months in making any 
of the payments above stipulated after the same sev¬ 
erally become due, that then this demise, at the option 
of Railway, its successors or assigns, to be signified 
by Resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its successors 
and assigns, shall be entitled to re-enter and take pos¬ 
session of said demised premises, with the appurte¬ 
nances, corporate rights and franchises together with 
any additions or improvements thereon made by said 
Electric or its assigns (without any rent or charge 
for said additions or improvements on the part of 
Electric, its successors or assigns) which re-entry and 
termination of the lease shall not relieve Electric from 
any payments accrued or accruing up to the termina¬ 
tion hereof. 

Sixth .—That if any difference shall arise between 
the parties hereto in relation to the construction of 
this indenture or the due performance of any cove¬ 
nant, the said parties shall each select a person of skill 
and experience in railway management, and these two 
shall select a third, and the three so chosen shall hear 
and decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request so to do, in writ¬ 
ing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a per¬ 
son for the defaulting party, and these two shall pro¬ 
ceed as herein provided in case of no default. 

And this Indenture further Witnesseth that, with 
the consent of Railway, Electric does hereby assign, 
transfer and set over unto Union all its interests under 
this lease, under and subject to the terms thereof; and 


Exh. H — Citizens’ North End St. Ry. Co. 603 

Union, on its part, does accept the same and does agree 
to keep and perform all of the covenants herein, made 
by Electric with Railway, the same as if the lease had 
been executed in the first instance by Railway with 
Union. 


In Witness Whereof, the parties have caused their 
corporate seals to be hereto affixed, and the same to 
be attested by the signatures of their respective Presi¬ 
dents and Secretaries as of the first day of July, 1896. 

Citizens North End St. Railway Co. 

J. J. SULLIVAN, 

President. 

Attest 

R. C. Brewster, 

Secy. Citizens North End St. Ry. Co. 

Electric Traction Co. 
J. J. SULLIVAN, 

Prest. 

Attest 

R. C. Brewster, 

Secy. Electric Traction Co. 


Union Traction Company of Philadelphia. 
JOHN LOWBER WELSH, 

President. 


Attest 

Chas. 0. Kruger, 

Secretary. 


(>04 Ex. I—Empire Pass. Ry. Co. to Union Traction 

EXHIBIT I. 


Agreement Between the Empire Passenger Railway 

Company and the Union Traction Company. 

Memorandum of Agreement entered into this 
First day of April, A. D. 1897, between the Empire 
Passenger Railway Company (hereinafter called Em¬ 
pire) of the first part, and the Union Traction Com¬ 
pany of Philadelphia (hereinafter called Union Trac¬ 
tion) of the second part:— 

Whereas, Empire in the month of December, 1873, 
entered into an agreement with the Citizens Passenger 
Railway Company and the Seventeenth & Nineteenth 
Streets Passenger Railway Company in the nature of 
a lease, under which agreement said two last named 
companies were to operate the line of Empire upon 
the terms therein set out: 

And Whereas, the Seventeenth & Nineteenth 
Streets Passenger Railway Company was subsequently 
leased to the Continental Passenger Railway Com¬ 
pany, which was subsequently leased to the Union 
Passenger Railway Company, which was subsequently 
leased to the Philadelphia Traction Company, by vir¬ 
tue of which several leases all the interest of the Sev¬ 
enteenth & Nineteenth Streets Passenger Railway Com¬ 
pany in Empire under said agreement of December, 
1873, became vested in the Philadelphia Traction Com¬ 
pany as lessee: 

And Whereas by virtue of a subsequent agree¬ 
ment entered into the 25th day of December, 1887, 
between the Union Passenger Railway Company 
(which had then succeeded to the rights of the Seven¬ 
teenth & Nineteenth Streets Passenger Railway Com¬ 
pany) and the Citizens Passenger Railway Company 
and the Empire Passenger Railway Company the 
Union Passenger Railway Company purchased all the 
interest of the Citizens Passenger Railway Company 



Ex. I—Empire Pass. Ry. Co. to Union Traction 605 

in Empire under said original lease or agreement, 
which right passed to the Philadelphia Traction Com¬ 
pany as lessee of the Union Passenger Railway Com¬ 
pany; 

And Whereas all the rights of the Philadelphia 
Traction Company have passed to the Union Traction 
Company of Philadelphia (the party of the second 
part hereto) by virtue of a lease dated October 1, 
1895; 

And Whereas six thousand and ninety out of 
twelve thousand shares of Empire are owned by the 
Union Passenger Railway Company and the remain¬ 
ing fifty-nine hundred and ten shares have been pur¬ 
chased outright either by the Philadelphia Traction 
Company or by the Union Traction Company of Phil¬ 
adelphia, so that Union Traction now holds all of said 
shares of stock, either as owner or as lessee: 

And Whereas Union Passenger is largely in¬ 
debted to Philadelphia Traction on open account and 
an opqn account exists between Philadelphia Traction 
and Union Traction in accordance with the terms of 
the lease executed between these companies: 

And Whereas it has been deemed advisable in 
order to simplify the operation of Empire and the 
keeping of the accounts in relation thereto to enter 
into this supplemental agreement or lease which shall, 
at the same time, preserve all the rights of the various 
companies above named: 

Now Therefore this Agreement Witnesseth that 
for and in consideration of the premises and of the 
mutual covenants and agreements herein contained it 
is agreed between the parties as follows: 

1. That from and after the 1st day of April, 1897, 
Union Traction shall operate the lines of Empire as 
lessee; and as such it shall be entitled to all the gross 
receipts arising from said operation; that it shall pay 


606 Ex. 1—Empire Pass. Ry. Co. to Union Traction 

thereout all expenses of operation, including repairs 
of streets and claims arising from damages to persons 
or property; all taxes assessments and public charges 
of every kind whatsoever, and in addition it shall pay 
Empire, as rental of the said premises, the sum of 
$36,000 per annum in equal semi-annual payments, on 
the last days of June and December of each and every 
year during the term of this agreement and the Em¬ 
pire shall distribute upon the same dates, among its 
stockholders, the said rental in the shape of a semi¬ 
annual dividend of $1.50 on each and every share, 
with the understanding that the payment on the 30th 
day of June, 1897, shall be for only three months, or 
$9,000, and the amount of dividend payable on said 
date shall be for the three months, $9,000, or seventy- 
five (75) cents per share; and it shall further pay 
the sum of One thousand dollars ($1,000) per annum 
in semi-annual payments of $500 on the last days of 
June and December of each and every year, for the 
purpose of maintaining corporate organization of Em¬ 
pire. 

2. In case of any disruption of the relations now 
existing between Philadelphia Traction and Union 
Traction or of the relations existing between Philadel¬ 
phia Traction and Union Passenger the payment of the 
dividends hereunder shall not be considered as a final 
accounting by Union Traction to Philadelphia Trac¬ 
tion or by Philadelphia Traction to Union Passenger, 
of the interest of the respective companies in said six 
thousand and ninety shares of stock standing in the 
name of Union Passenger, but each of said companies 
shall be entitled to reopen the account from this date 
and shall be allowed such credit in addition to the six 
per cent, received hereunder as it would have been 
entitled to had this agreement not been made. 

3. This agreement shall take effect as of the First 
day of April, A. D. 1897, and shall continue for such 


Ex. 1—Empire Pass. Ry. Co. to Union Traction 607 

time only as the various leases and agreements herein¬ 
before referred to shall remain in full force and effect, 
that is to say, in case of the termination, either by 
expiration or for any other cause, of any of the said 
agreements, this agreement shall forthwith cease and 
determine and the rights of all the parties herein¬ 
before referred to shall be relegated to the agreements 
subsisting at the time of the execution hereof. 

4. It is understood and agreed that this agreement 
shall terminate and all rights hereunder shall cease 
whenever the Directors of any one of the following 
companies shall pass a Resolution declaring its inten¬ 
tion to terminate the same, namely, the Empire Pas¬ 
senger Railway Company, the Seventeenth & Nine¬ 
teenth Streets Passenger Railway Company, the Con¬ 
tinental Passenger Railway Company, the Union Pas¬ 
senger Railway Company, the Philadelphia Traction 
Company and the Union Traction Company of Phil¬ 
adelphia. 

In Witness Whereof the parties have hereunto 
set their hands and seals at Philadelphia the day and 
year first above written. 

Empire Passenger Railway Company. 

JAMES McMANES, 

President. 

Attest: 

D. W. Dickson, 

Secretary. 

Witnesses: 

P. F. Bower, 

Alex. Rennick. 

Union Traction Company of Philadelphia, 
JNO. LOWBER WELSH, 

President. 

Attest: 

Chas. 0. Kruger, 

Secretary. 

Witnesses present: 

Gteo. H. Hill, Jr., 

E. R. Sterrett. 


608 Exh. J—Lehigh Avenue Railway Company 


EXHIBIT J. 


Lease of the Lehigh Avenue Railway-Company to 
the Union Traction Company of Philadelphia. 

This Indenture made to take effect as of the First 
day of July A. D., One thousand eight hundred and 
ninety-nine (1899) between the Lehigh Avenue Railway 
Company of Philadelphia (hereinafter called Railway) 
of the first part, and the Union Traction Company of 
Philadelphia (hereinafter called Traction) of the sec¬ 
ond part, Witnesseth: 

Whereas Railway is a corporation duly organized 
and incorporated under Special Act of the General As¬ 
sembly of the Commonwealth of Pennsylvania entitled 
“An Act to incorporate the Lehigh Avenue Railway 
Company of Philadelphia” approved December 18th, 
1873, with all the powers, rights, privileges and fran¬ 
chises in said act set forth, with authority in law to 
lay down, construct, maintain, and operate, upon cer¬ 
tain streets in the City of Philadelphia, a street pas¬ 
senger railway; 

And Whereas Traction is a motor power company 
incorporated under the provisions of the Act of the 
General Assembly of the Commonwealth of Pennsyl¬ 
vania, entitled “An Act to provide for the incorpora¬ 
tion and regulation of motor power companies for 
operating passenger railways by cables, electrical or 
other means,” approved March 22nd, 1887, with au¬ 
thority inter alia to lease and operate the property 
and franchises of street passenger railway companies; 

And Whereas the Electric Traction Company of 
Philadelphia, which is leased and controlled by Trac- 


Exh. J—Lehigh Avenue Railway Company 609 

tion, and Traction as Lessee of said Electric Traction 
Company of Philadelphia, have been operating Rail¬ 
way as a part of its general system of street railways 
in the City of Philadelphia under various trackage and 
traffic agreements; 

And Whereas it has been deemed to the best in¬ 
terests of both parties that a formal lease shall be 
executed, and this present lease has been duly sub¬ 
mitted to and approved by both Railway and Trac¬ 
tion : 

Now Therefore this Indenture Witnesseth that 
Railway for and in consideration of the covenants on 
the part of Traction to be kept and performed, has 
granted, demised, and by these presents does grant 
and demise, unto Traction, its successors and assigns, 
all and singular the railway now owned and hereto¬ 
fore operated by Railway, or as the same may be at 
any time hereafter located, constructed, or extended, 
together with all and every the sidings, appurtenances, 
railways, rights of way, depot grounds, lands and tene¬ 
ments, stables, shops and other structures of every kind 
and description, and all and all manner of equipment, 
and generally all the personal property belonging to 
Railway, and all rights, privileges and franchises con¬ 
nected with or relating to the said demised railway, of 
any part thereof, or to the construction, maintenance, 
use, re-location, or operation of the same as fully and 
as entirely as the same are now or may hereafter be 
vested in Railway; saving and reserving however, the 
franchise to be a corporation, or any other right or 
privilege which is or may be necessary to preserve the 
corporate existence or organization of Railway. 

To HAVE AND to hold the said railway with the 
appurtenances property, real and personal, and cor- 


610 Exh. J—Lehigh Avenue Railway Company 

porate rights and franchises unto Traction, its succes¬ 
sors and assigns, from the First day of July A. D., 
One thousand eight hundred and ninety-nine (1899) 
for the full term of nine hundred and ninety-five (995) 
years thence next ensuing to be fully completed and 
ended, subject as to said term to the stipulation rela¬ 
tive to forfeiture hereinafter contained. 

In Consideration Whereof Traction for itself, its 
successors and assigns, covenants to and with Railway, 
its successors and assigns, to further equip Railway, 
to make such extensions of it lines and addition to its 
equipment from time to time as may be deemed ad¬ 
vantageous, and to operate said Railway at its own 
expense, paying out of the operating receipts all taxes 
and license fees now or hereafter imposed by law or 
ordinance upon the property, capital stock, earnings 
or business of the said Railway, and to keep the de¬ 
mised property in good order and repair. 

Also to pay such further sum as may be necessary 
to defray the expense of Railway’s maintaining an 
office and corporate organization. 

Traction further covenants and agrees to assume 
and perform all obligations, whatever the same may 
legally be, which exist on the part of Railway as to 
the repairing and repaving of any streets or highways 
along which the tracks or trolley system of Railway is 
now or may be hereafter laid. 

Also to indemnify and save harmless Railway 
against any and all actions and damages arising from 
the operation of Railway or from the performance or 
non-performance of any act in connection with the con¬ 
struction, maintenance, or operation thereof by Trac¬ 
tion. 


Exh. J—Lehigh Avenue Railway Company 611 

And.it is further stipulated and covenanted by the 
parties hereto: 

That in the event of a default on the part of Trac¬ 
tion for a period of six months in making any of the 
payments above stipulated after the same severally 
become due, then this demise at the option of Railway, 
its successors or assigns, to he signified by resolution 
of its Board of Directors, shall at once cease and de¬ 
termine, and said Railway, its successors and assigns, 
shall be entitled to re-enter and take possession of said 
demised premises, with the appurtenances, corporate 
rights and franchises, together with any additions or 
improvements thereon made by said Traction or its 
assigns (without any rent or charge for said additions 
or improvements on the part of Traction, its succes¬ 
sors or assigns) which re-entry and termination of the 
lease shall not relieve Traction from any payments 
accrued or accruing up to the termination hereof. 

That if any difference shall arise between the par¬ 
ties hereto in relation to the construction of this In¬ 
denture or the due performance of any covenant the 
said parties shall each select a person of skill and 
experience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request to do so, in 
writing, delivered to its President, then the person 
appointed by the party not in default shall select a 
person for the defaulting party, and these two shall 
proceed as herein provided in case of no default. 

In Witness Whereof the parties have caused their 
corporate seals to be hereto affixed, and the same to 
be attested, by the signatures of their respective Presi¬ 
dents and Secretaries this Eighteenth day of Septem- 


612 Exh. J—Lehigh Avenue Railway Company 


ber, A. 1)., One thousand eight hundred and ninety-nine 
(1899). 

The Lehigh Avenue Railway Com¬ 


pany, 

By 

JOHN B. PARSONS, 

President. 


Attest: 

D. C. Golden, 

Secretary. 


Union Traction Company of Phila¬ 
delphia, 

By 

JOHN B. PARSONS, 


Attest: 

Chas. 0. Kruger, 

Secretary. 


President. 


Commonwealth of Pennsylvania, 
County of Philadelphia, 


j- ss.: 


Be it Remembered, that on the Eighteenth day of 
September, Anno Domini, One thousand eight hundred 
and ninety-nine (1899) before me the subscriber, a 
notary public for the Commonwealth of Pennsylvania, 
commissioned to reside in the County of Philadelphia, 
and residing therein, personally appeared David C. 
Golden, who, being sworn according to law deposes 
and says, that he is the Secretary of the Lehigh Ave¬ 
nue Railway Company of Philadelphia ; that he was 
personally present at the execution of the above writ¬ 
ten indenture, and saw the common seal of the said 
Lehigh Avenue Railway Company of Philadelphia duly 
affixed thereto; that the said seal so affixed thereto is 
the common and corporate seal of the said Lehigh Ave- 


Exh. J—Lehigh Avenue Railway Company 613 

nue Railway Company of Philadelphia; that the above 
Indenture was duly signed, sealed and delivered by 
John B. Parsons President of the said Company, as 
and for the act and deed of the said Lehigh Avenue 
Railway* Company of Philadelphia for the uses and 
purposes mentioned therein, and that the names of 
John B. Parsons as President, and of this deponent 
as Secretary, subscribed to the said Indenture in at¬ 
testation of the due execution and delivery thereof are 
of their and each of their proper and respective hand¬ 
writings. 

DAVID C. GOLDEN. 

Sworn and subscribed before me the day and year 
aforesaid. Witness my hand and notarial seal. 

C. P. Weaver, 
Notary Public. 


Commonwealth of Pennsylvania, j 
County of Philadelphia, ^ss.. 

Be it Remembered, that on the Eighteenth day of 
September, Anno Domini, One thousand eight hun¬ 
dred and ninety-nine (1899) before me the subscriber, 
a notary public for the Commonwealth of Pennsyl¬ 
vania, commissioned to reside in the County of Phila¬ 
delphia and residing therein, personally appeared 
Chas. 0. Kruger, who, being duly sworn according to 
law, deposes and says, that he is the Secretary of the 
Union Traction Company of Philadelphia; that he was 
personally present at the execution of the above writ¬ 
ten Indenture, and saw the common seal of the said 
Union Traction Company of Philadelphia duly affixed 
thereto; that the said seal so affixed thereto is the com¬ 
mon and corporate seal of the said Union Traction 
Company of Philadelphia; that the above Indenture 
was duly signed, sealed and delivered by John B. Par- 


614 Exh. J—Lehigh Avenue Railway Company 

sons, President of the said Company as and for the 
act and deed of the said Union Traction Company of 
Philadelphia for the uses and purposes mentioned 
therein; and that the names of John B. Parsons, as 
President, and of this deponent as Secretary, sub¬ 
scribed to the said Indenture in attestation of the due 
execution and delivery thereof are of their and each 
of their proper and respective handwritings. 

CHAS. 0. KRUGER. 

Sworn and subscribed before me the day and year 
aforesaid. Witness my hand and notarial seal. 

C. P. Weavek, 
Notary Public. 


Exh. K—Frankford and Fairmount Ry. Co. 615 
EXHIBIT K. 

Lease of the Frankford & Fairmount Railway Com¬ 
pany to the Union Traction Company of Phila¬ 
delphia. • 

This Indenture made to take effect as of the First 
day of January, A. D., One thousand nine hundred and 
one, between the Frankford & Fairmount Railway 
Company of the first part (hereinafter called Railway) 
and the Union Traction Company of Philadelphia of 
the second part (hereinafter called Traction) Wit¬ 
nessed: 

That Railway for and in consideration of the cove¬ 
nants on the part of Traction to be kept and per¬ 
formed, has granted, demised and let, and by these 
presents does grant, demise and let unto Traction, its 
successors and assigns, all and singular its railway now 
owned or hereafter to be located, constructed or ex¬ 
tended, together with all and every the sidings, rail¬ 
ways, appurtenances, rights of way, lands and struc¬ 
tures of every kind and description and all equipment 
and generally, all personal property belonging to said 
railway and all rights, privileges and franchises con¬ 
nected with or relating thereto, or any part thereof, 
as fully as the same are now or may hereafter be vested 
in Railway; saving and reserving only such rights and 
franchises as may be necessary to preserve the corpor¬ 
ate existence and organization of Railway. 

To have and to hold said Railway, with the said 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto Traction, its suc¬ 
cessors and assigns, from the said first day of Janu¬ 
ary, One thousand nine hundred and one, for and dur¬ 
ing the full term of Nine hundred and ninety years 
thence next ensuing to be fully completed and ended; 
subject as to said term to the stipulations relative to 
forfeiture hereinafter contained. In consideration 


616 Exh. K—Frankford and Fairmount Ry. Co. 

whereof Traction for itself, its successors and assigns 
covenants to and with Railway, its successors and as¬ 
signs : 

First. —To pay to the Treasurer of Railway on the 
First days of January and July in each year during the 
continuance of this lease three per cent, on the amount 
of capital stock actually paid in (being six per cent, per 
annum) together with the further sum of Two hun- 
'dred and fifty ($250) dollars on the First day of each 
January during the continuance hereof, toward de¬ 
fraying the expense of Railway's maintaining its cor¬ 
porate organization; provided, however , that the rental 
herein stipulated for shall begin to run only from the 
First day of January or July following the actual op¬ 
eration of the demised railway. 

Second. —To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third. —To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may be hereafter laid. 

Fourth. —To indemnify and save harmless Railway 
against and from all actions and damages arising from 
the operation of Railway, or from the performance or 
non-performance of any act in connection with the con¬ 
struction, maintenance, or operation thereof by Trac¬ 
tion. 

And it is further stipulated and covenanted be¬ 
tween the parties as follows: 

Fifth. —That Railway shall, at the request of Trac¬ 
tion take such corporate action as may, in the opinion 
of Traction, be necessary for the extension or chang¬ 
ing of its lines in any way or for the protection of 
its rights and franchises, or for the purpose of making- 


Exh. K—Frank ford and Fair mount Ry. Co. 617 

an issue of bonds; in which case Traction shall, in ad¬ 
dition to the sums hereinbefore provided for pay the 
interest accruing upon said bonds; but no corporate 
action of any kind whatsoever except the mere keep¬ 
ing alive the organization shall be taken by Railway 
without the assent of Traction. 

Sixth .—In the event of default on the part of Trac¬ 
tion for a period of six months in making any of the 
payments above stipulated for after the same shall 
have become due, then this demise may, at the option 
of Railway, its successors or assigns, to be signified by 
resolution of its Board of Directors, cease and deter¬ 
mine within thirty days after notice of such action has 
been given to Traction, provided, Traction shall not 
have paid all arrearages within said thirty days; and in 
case of such termination then Railway, its successors 
and assigns, shall be entitled to re-enter and take pos¬ 
session of the demised premises with the appurte¬ 
nances, corporate rights and franchises, together with 
any additions or improvements thereon. 

In Witness Whereof the parties have hereunto 
caused their corporate seals to be hereunto affixed, and 
duly attested this Fifteenth day of April, 1901. 

Frankford & Fairmount Railway 
Company, 

By 

JOHN B. PARSONS, 

Attest: President. 

Oh as. 0. Kruger, 

Secretary. 

Union Traction Company, 

By 

JOHN B. PARSONS, 

President. 

Attest: 

R. B. Selfridge, 

Secretary. 


618 


Exhibit L—Lindley Avenue Ry. Co. 
EXHIBIT L. 


Lease of the Lindley Avenue Railway Company to 
the Union Traction Company of Philadelphia. 

This Indenture made to take effect as of the First 
day of January, A. D., One thousand nine hundred and 
one, between the Lindley Avenue Railway Company of 
the first part (hereinafter called Railway) and the 
Union Traction Company of Philadelphia of the sec¬ 
ond part (hereinafter called Traction) Witnessetli: 

That Railway for and in consideration of the cove¬ 
nants on the part of Traction to be kept and performed, 
has granted, demised and let, and by these presents 
does grant, demise and let unto Traction, its successors 
and assigns, all and singular its railway now owned 
or hereafter to be located, constructed or extended, to¬ 
gether with all and every the sidings, railways, ap¬ 
purtenances, rights of way, lands and structures of 
every kind and description and all equipment and gen¬ 
erally, all personal property belonging to said railway 
and all rights, privileges and franchises connected with 
or relating thereto, or any part thereof, as fully as the 
same are now or may hereafter be vested in Railway; 
saving and reserving only such rights and franchises 
as may be necessary to preserve the corporate exist¬ 
ence and organization of Railway. 

To have and to hold said Railway, with the said 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto Traction, its suc¬ 
cessors and assigns, from the said first day of January, 
One thousand nine hundred and one, for and during 
the full term of Nine hundred and ninety years thence 
next ensuing to be fully completed and ended; subject 
as to said term to the stipulations relative to forfeiture 
hereinafter contained. In consideration whereof Trac¬ 
tion for itself, its successors and assigns covenants to 
and with Railway, its successors and assigns: 



619 


Exhibit L—Lindley Avenue Ry. Co. 

First. —To pay to the Treasurer of Railway on the 
1 irst days of January and July in each year during 
the continuance of this lease three per cent, on the 
amount of capital stock actually paid in (being six per 
cent, per annum) together with the further sum of 
Two hundred and fifty ($250) dollars on the First day 
of each January during the continuance hereof, toward 
defraying the expense of Railway's maintaining its 
corporate organization; provided, however, that the 
rental herein stipulated for shall begin to run only from 
the First day of January or July following the actual 
operation of the demised railway. 

Second. —To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third. —To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of any 
streets or highways along which the track of Railway 
is now or may be hereafter laid. 

Fourth. —To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Traction. 

And it is further stipulated and covenanted be¬ 
tween the parties as follows: 

Fifth. —That Railway shall, at the request of Trac¬ 
tion take such corporate action as may, in the opinion 
of Traction, be necessary for the extension or changing 
of its lines in any way or for the protection of its 
rights and franchises, or for the purpose of making 


6_!0 Exhibit L—Lindley Avenue Ry. Co. 

an issue of bonds; in which case Traction shall, in 
addition to the sums hereinbefore provided for pay the 
interest accruing upon said bonds; but no corporate 
action of any kind whatsoever except the mere keeping 
alive the organization shall be taken by Railway with¬ 
out the assent of Traction. 

Sixth .—In the event of default on the part of Trac¬ 
tion for a period of six months in making any of the 
payments above stipulated for after the same shall 
have become due, then this demise may, at the option 
of Railway, its successors or assigns, to be signified 
by resolution of its Board of Directors, cease and. de¬ 
termine within thirty days after notice of such action 
has been given to Traction, provided , Traction shall 
not have paid all arrearages within said thirty days; 
and in case of such termination then Railway, its succes¬ 
sors and assigns, shall be entitled to re-enter and take 
possession of the demised premises with the appurte¬ 
nances, corporate rights and franchises, together with 
any additions or improvements thereon. 

In Witness Whereof the parties have hereunto 
caused their corporate seals to be hereunto affixed and 
duly attested this Fifteenth day of April, 1901. 

Lindley Avenue Railway Company, 

By 

JOHN B. PARSONS, 
President. 

Attest: 

Chas. 0. Kruger, 

Secretary. 

Union Traction Company, 

By 

JOHN B. PARSONS, 

Attest : President. 

R. B. Selfridge, 

Secretary. 


Exhibit M — Fisher’s Lane Railway Co. 621 
EXHIBIT M. 

Lease of the Fishers Lane Railway Company to the 
Union Traction Company of Philadelphia. 
This Indenture made to take effect as of the First 
day of January, A. D. One thousand nine hundred and 
one, between the Fishers Lane Railway Company of the 
first part (hereinafter called Railway) and the Union 
Traction Company of Philadelphia of the second part 
(hereinafter called Traction) Witnesseth: 

That Railway for and in consideration of the cove¬ 
nants on the part of Traction to be kept and performed, 
has granted, demised and let, and by these presents 
does grant, demise and let unto Traction, its succes¬ 
sors and assigns, all and singular its railway now 
owned or hereafter to be located, constructed or ex¬ 
tended, together with all and every the sidings, rail¬ 
ways, appurtenances, rights of way, lands and struc¬ 
tures of every kind and description and all equipment 
and generally, all personal property belonging to said 
railway and all rights, privileges and franchises con¬ 
nected with or relating thereto, or any part thereof, as 
fully as the same are now or may hereafter be vested 
in Railway; saving and reserving only such rights and 
franchises as may be necessary to preserve the corpor¬ 
ate existence and organization of Railway. 

To have and to hold said Railway, with the said 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto Traction, its suc¬ 
cessors and assigns, from the said first day of January, 
One thousand nine hundred and one, for and during 
the full term of Nine hundred and ninety years thence 
next ensuing to be fully completed and ended; subject 
as to said term to the stipulations relative to forfeiture 
hereinafter contained. In consideration whereof Trac¬ 
tion for itself, its successors and assigns covenants to 
and with Railway, its successors and assigns: 


622 Exhibit M —, Fisher’s Lane Railway Co. 

First. —To pay to the Treasurer of Railway on 
the First days of January and July in each year during 
the continuance of this lease three per cent, on the 
amount of capital stock actually paid in (being six per 
cent, per annum) together with the further sum of Two 
hundred and fifty ($250) dollars on the First day of 
each January during the continuance hereof, toward 
defraying the expense of Railway’s maintaining its cor¬ 
porate organization; provided, however, that the rental 
herein stipulated for shall begin to run only from the 
First day of January or July following the actual 
operation of the demised railway. 

Second. —To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third. —To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of any 
streets or highways along which the track of Railway 
is now or may be hereafter laid. 

Fourth. —To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Traction. 

And it is further stipulated and covenanted be¬ 
tween the parties as follows: 

Fifth. —That Railway shall, at the request of Trac¬ 
tion take such corporate action as may, in the opinion 
of Traction, be necessary for the extension or changing 
of its lines in any way or for the protection of its 
rights and franchises, or for the purpose of making 


Exhibit M — Fisher’s Lane Railway Co. 623 

an issue of bonds; in which case Traction shall, in 
addition to the sums hereinbefore provided for pay 
the interest accruing upon said bonds; but no corporate 
action of any kind whatsoever except the mere keeping 
alive the organization shall be taken by Railway with¬ 
out the assent of Traction. 

Sixth. —In the event of default on the part of Trac¬ 
tion for a period of six months in making any of the 
payments above stipulated for after the same shall 
have become due, then this demise may, at the option 
of Railway, its successors or assigns, to be signified by 
resolution of its Board of Directors, cease and deter¬ 
mine within thirty days after notice of such action has 
been given to Traction, provided, Traction shall not 
have paid all arrearages within said thirty days; and in 
case of such termination then Railway, its successors 
and assigns, shall be entitled to re-enter and take pos¬ 
session of the demised premises with the appurte¬ 
nances, corporate rights and franchises, together with 
any additions or improvements thereon. 

In Witness Whereof the parties have hereunto 
caused their corporate seals to be hereunto affixed and 
duly attested this Fifteenth day of April, 1901, 

Fishers Lane Railway Company, - 

By 

JOHN B. PARSONS, 

Attest: President. 

Chas. 0. Kruger, 

Secretary. 

Union Traction Company, 

By 

JOHN B. PARSONS, 

Attest: President. 

R. B. Selfridge, 

Secretary. 


624 Exh. N — Gtn. and Fair mount Park Ry. Co. 

EXHIBIT N. 

Lease of the Germantown & Fairmount Park Rail¬ 
way Company to the Union Traction Company of 
Philadelphia. 

This Indenture made to take effect as of the Fif¬ 
teenth day of June A. D. One thousand nine hundred 
and one, between the Germantown and Fairmount Park 
Railway Company of the first part (hereinafter called 
Railway) and the Union Traction Company of Phila¬ 
delphia of the second part (hereinafter called Trac¬ 
tion) Witnesseth: 

That Railway for and in consideration of the cove¬ 
nants on the part of Traction to be kept and per¬ 
formed, has granted, demised and let, and by these 
presents does grant, demise and let unto Traction, its 
successors and assigns, all and singular its railway now 
owned or hereafter to be located, constructed or ex¬ 
tended, together with all and every the sidings, rail¬ 
ways, appurtenances, rights of way, lands and struc¬ 
tures of every kind and description and all equipment 
and generally, all personal property belonging to said 
railway and all rights, privileges and franchises con¬ 
nected with or relating thereto, or any part thereof, 
as fully as the same are now or may hereafter be vested 
in Railway; saving and reserving only such rights and 
franchises as may be necessary to preserve the corpor¬ 
ate existence and organization of Railway. 

To have and to hold said Railway, with the said 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto Traction, its suc¬ 
cessors and assigns, from the said Fifteenth day of 
June, One thousand nine hundred and one, for and 
during the full term of Nine hundred and ninety years 
thence next ensuing to be fully completed and ended; 
subject as to said term to the stipulations relative to 
forfeiture hereinafter contained. In consideration 


Exh. N — Gtn. and Fair mount Park Ry. Co. 625 

whereof Traction for itself, its successors and assigns 
covenants to and with Railway, its successors and as¬ 
signs : 

First .—To pay to the Treasurer of Railway on the 
First days of January and July in each year during 
the continuance of this lease three per cent, on the 
amount of capital stock actually paid in (being six per 
cent, per annum) together with the further sum of Two 
hundred and fifty ($250) dollars on the First day of 
each January during the continuance hereof, toward 
defraying the expense of Railway’s maintaining its 
corporate organization; provided, however, that the 
rental herein stipulated for shall begin to run only 
from the First day of January or July following the 
actual operation of the demised railway. 

Second .—To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third. —To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of any 
streets or highways along which the track of Railway 
is now or may be hereafter laid. 

Fourth. —To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Traction. 

And it is further stipulated and covenanted be¬ 
tween the parties as follows: 

Fifth. —That Railway shall, at the request of Trac¬ 
tion take such corporate action as may, in the opinion 
of Traction, be necessary for the extension or changing 


626 Exh. N — Gtn. and Fairmount Park Ry. Co t 

of its lines in any way or for the protection of its 
rights and franchises, or for the purpose of making an 
issue of bonds; in which case Traction shall, in addi¬ 
tion to the sums hereinbefore provided for pay the 
interest accruing upon said bonds; but no corporate 
action of any kind whatsoever except the mere keep¬ 
ing alive the organization shall be taken by Railway 
without the assent of Traction. 

Sixth— In the event of default on the part of Trac¬ 
tion for a period of six months in making any of the 
payments above stipulated for after the same shall 
have become due, then this demise may, at the option 
of Railway, its successors or assigns, to be signified 
by resolution of its Board of Directors, cease and de¬ 
termine within thirty days after notice of such action 
has been given to Traction, provided, Traction shall 
not have paid all arrearages within said thirty days; 
and in case of such termination then Railway, its suc¬ 
cessors and assigns, shall be entitled to re-enter and 
take possession of the demised premises with the ap¬ 
purtenances, corporate rights and franchises, together 
with any additions or improvements thereon. 

In Witness Whereof the parties have hereunto 
caused their corporate seals to be hereunto affixed and 
duly attested this Fifteenth day of June, 1901. 

Germantown & Fairmount Park 
Railway Company 
By 

CHAS. 0. KRUGER, 

Attest: President. 

Alex. Rennick, 

Secretary. 

Union Traction Company of Philadelphia, 
By 

JOHN B. PARSONS, 

Attest: President. 

R. B. Selfridge, 

Secretary. 


Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. Es 627 
EXHIBIT 0. 


This Indenture, Made the first day of July, one 
thousand nine hundred and two (1902), between Union 
Traction Company, of Philadelphia, a corporation of 
the State of Pennsylvania, hereinafter called The 
Company, and The Land Title and Trust Company, of 
Philadelphia, a corporation of the State of Pennsyl¬ 
vania, hereinafter called The Trustee ; 

Whereas, The Company is authorized to become 
by law the owner and purchaser of shares of stock of 
street passenger railway companies which it may lease 
or operate, and by virtue of such authority has ac¬ 
quired and is the owner of thirty-five thousand (35,000) 
shares of the common stock of the Hestonville, Mantua 
and Fairmount Passenger Eailroad Company (herein¬ 
after called Hestonville Company), which company is 
leased to and operated by The Company ; 

And Whereas, The Company has a paid-in capital 
stock of ten million five hundred thousand dollars 
($10,500,000), and has authority to borrow money not 
exceeding the amount of its capital stock paid in and 
to issue bonds therefor; but has not heretofore exer¬ 
cised its power in this regard, and is now desirous of 
borrowing the sum of one million five hundred thou¬ 
sand dollars ($1,500,000), and securing the same by a 
deposit of certain of the shares of the said Hestonville 
Company as collateral; 

And Whereas, The execution and delivery of this 
indenture by The Company, and the performance of 
its obligations according to its tenor and effect, and 
the issue and delivery of the bonds hereinafter men¬ 
tioned, have been duly authorized and directed by the 
stockholders and by the directors of The Company ; 



628 Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4 a 

And Whereas, Pursuant to the authority herein¬ 
before recited, The Company proposes to issue and 
deliver to The Trustee fifteen hundred (1500) bonds, 
numbered consecutively from one (1) to fifteen hun¬ 
dred (1500), both inclusive, and aggregating in amount 
the sum of one million five hundred thousand dollars 
($1,500,000) at par, which bonds, with the coupons at¬ 
tached thereto, and the certificate of The Trustee 
thereon, are in the following form:— 

United States of America, 

State of Pennsylvania. 

No. $1000.00. 

Union Traction Co. of Philadelphia: 

4 per cent. 50 year Sinking Fund Collateral Trust 
Mortgage gold bonds. Issue of $1,500,000. 

Union Traction Company of Philadelphia, a cor¬ 
poration of the State of Pennsylvania, for value re¬ 
ceived, acknowledges itself to be indebted to bearer, 
or, if this bond be registered, then to the registered 
holder hereof, in the sum of one thousand dollars 
($1000), which sum it promises to pay in gold coin of 
the United States of America of the standard of weight 
and fineness of July 1st, 1902, or its equivalent, on the 
first day of July, nineteen hundred and fifty-two 
(1952), at the office of the Land Title and Trust Com¬ 
pany, of Philadelphia, with interest thereon at the rate 
of four per cent, from July 1st, 1902, payable in like 
gold coin, or its equivalent, at the office aforesaid, semi¬ 
annually, on the first days of January and July in each 
and every year on presentation and surrender of the 
proper interest coupons, hereto annexed, as they sev¬ 
erally mature, each of which is for six months’ inter¬ 
est on this bond. In case of default in the payment of 
this bond, or of the interest accruing thereon, or other¬ 
wise, such consequences shall ensue as are provided 


Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4’s 629 

for in the collateral trust mortgage securing the pay¬ 
ment of the same, hereinafter mentioned. 

The principal and interest of this bond ar.e pay¬ 
able without any deduction for United States, State, 
county, or municipal taxes levied and assessed, which 
said Union Traction Company of Philadelphia, its suc¬ 
cessors or assigns, may be required to pay, deduct, 
or retain therefrom under any present or future laws. 

This bond is one of a series of bonds of like date, 
tenor, and effect, aggregating one million five hundred 
thousand dollars ($1,500,000) and numbered consecu¬ 
tively from 1 to 1500 both inclusive, all of which have 
been issued and delivered to the Land Title and Trust 
Company of Philadelphia, Trustee, by Union Traction 
Company of Philadelphia. 

This bond is liable to be drawn prior to its matur¬ 
ity at one hundred and five (105) per cent, and accrued 
interest by the operation of the sinking fund, in accord¬ 
ance with the terms specifically set forth in the col¬ 
lateral trust mortgage securing this bond. The pay¬ 
ment of each of the said fifteen hundred (1500) bonds 
when properly certified by said Trustee and with the 
interest coupons attached thereto, according to their 
tenor and effect, is equally secured without preference, 
priority, or distinction as to lien or otherwise of one 
bond over another, by a collateral trust mortgage, bear¬ 
ing even date herewith, executed and delivered by said 
Union Traction Company of Philadelphia to the Land 
Title and Trust Company, of Philadelphia, assigning 
and transferring to it as Trustee for the purposes 
therein stated, thirty-five thousand (35,000) shares of 
the capital stock of the Hestonville, Mantua and Fair- 
mount Passenger Eailroad Company. 

This bond until registered shall pass by delivery 
and may be registered in books to be kept for that 
purpose at the office of the Land Title and Trust Com¬ 
pany of Philadelphia, in the city of Philadelphia, in 


630 Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4’s 

the State of Pennsylvania, and if so registered will 
thereafter be transferable only upon said books at the 
office of such Trustee by the owner in person, or by 
attorney, unless the last preceding transfer shall have 
been to bearer and the transfer by delivery thereby 
restored; and it shall continue to be susceptible of suc¬ 
cessive registrations and transfers to bearer, at the 
option of the holder, but such registration shall not 
affect the negotiability of the annexed coupons. This 
bond shall not be valid until it shall have been authen¬ 
ticated by a certificate thereon, duly signed by the 
Land Title and Trust Company of Philadelphia, Trus¬ 
tee under the collateral trust mortgage aforesaid. 

In Witness Whereof, the said Union Traction Com¬ 
pany of Philadelphia has caused its corporate seal to 
be hereunto affixed, and this bond to be subscribed by 
its President and Secretary, and has caused the cou¬ 
pons hereto annexed to be authenticated by the en¬ 
graved fac-simile of the signature of its Treasurer, 
this first day of July, in the year nineteen hundred and 
two. 


Attest: 


President. 


Secretary. 

Form of Coupon. 

On the first day of January, 1903, Union Traction 
Company, of Philadelphia will pay to the bearer at the 
office of the Land Title and Trust Company, of Phila¬ 
delphia, Pennsylvania, twenty dollars ($20) in gold 
coin of the United States of the present standard of 
weight and fineness or its equivalent, being six (6) 
months ’ interest on its collateral trust mortgage gold 
bond No. 1. 


Ex. 0—Agreement, $1,500,000 U. Trc. Co. Col. 4’s 631 

Trustee's Certificate. 

It is hereby certified that the within is one of the 
series of bonds described in the collateral trust mort¬ 
gage referred to within. 

Land Title and Trust Company, Trustee, 

By 

Now, Therefore, This Indenture Witnesseth, that 
The Company for better securing the payment of the 
principal and interest of the said bonds, according to 
the true intent and meaning thereof, and in consid¬ 
eration of the premises and of one dollar ($1.00) to it 
in hand paid by The Trustee, the receipt whereof is 
hereby acknowledged, has granted, bargained, sold, 
assigned, .transferred and set over, and by these pres¬ 
ents does grant, bargain, sell, assign, transfer, and 
set over unto the said party of the second part, as 
Trustee as aforesaid, its successors, and assigns, all 
the following described property, to wit, thirty-five 
thousand (35,000) shares of the common stock of the 
Hestonville, Mantua and Fairmount Passenger Rail¬ 
road Company. 

To Have and to Hold the said shares of stock unto 
The Trustee, its successors and assigns, to the only 
proper use, benefit, and behoof of The Trustee, its 
successors and assigns forever. In trust, however, for 
the security of the holders of the said bonds, in the man¬ 
ner and upon the terms and under the agreements 
herein expressed; provided, nevertheless, and these 
presents are upon the express condition, that if The 
Company, its successors or assigns, shall well and truly 
pay or cause to be paid, the several sums of money in 
the several bonds hereinbefore mentioned, with the 
interest, according to the true intent and meaning of 
the said bonds, and each of them, or if the said bonds 


632 Ex. 0 — Agreement , $ 1,500,000 U. Trc. Co. Col. 4’.s 

or interest thereon shall become in any way satisfied, 
and if The Company, its successors or assigns shall 
well and truly perform and observe all and singular 
the covenants, promises, and conditions in the said 
bonds and coupons, and in this indenture expressed 
to be kept, performed, and observed by or on the part 
of The Company, then these presents and the estates 
and rights hereby granted shall cease, determine, and 
be void, and The Trustee, its successors or assigns, 
shall, on demand, reassign and deliver to The Com¬ 
pany, its successors or assigns, all and singular, the 
property hereby granted, sold, and assigned, and not 
previously disposed of as herein provided, otherwise 
these presents shall be and remain in full force. 

It is further covenanted that the trusts and con¬ 
ditions and limitations upon which the property and 
franchises aforesaid are hereby conveyed to The 
Trustee, and subject to which the bonds secured hereby 
are issued to and are accepted by each and every 
holder thereof, are as follows:— 

Article I. 

The entire issue of bonds herein provided for, 
namely, one million five hundred thousand dollars 
($1,500,000) at par, shall, upon the execution of these 
presents, be executed and delivered by The Company 
to The Trustee, to be certified by The Trustee, and 
when so certified shall be delivered to the treasurer of 
The Company. 


Article II. 

The Company, for itself, its successor, successors, 
and assigns, covenants with The Trustee, its suc¬ 
cessor, successors, and assigns, that it, The Company, 
shall and will well and truly pay to the holder of the 
several bonds issued hereunder, or of such of them as 


Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4’s 633 

shall from time to time be outstanding and secured 
hereby, and every one of them, the principal and inter¬ 
est accruing thereon as from time to time the same 
shall mature according to the terms of the said bonds 
and the coupons thereto attached, upon presentation 
and surrender thereof at the office of The Trustee and 
without deduction therefrom for any tax or taxes which 
may be assessed or levied thereon by the United States 
of America, the State of Pennsylvania, or any county 
or municipality thereof, which The Company, its suc¬ 
cessors or assigns, may be required to pay, deduct, or 
retain therefrom under any present or future law. 

No bonds shall be valid as secured under this in¬ 
denture except such as shall be authenticated by the 
certificate of The Trustee indorsed thereon, and such 
certificate shall be conclusive evidence of the validity 
of such bond. 


Article III. 

The Company shall pay to The Trustee annually 
for interest and sinking fund purposes the sum of sev¬ 
enty thousand dollars ($70,000). Of this amount a 
sum sufficient to meet the semi-annual coupons due on 
the first day of January of each year shall be paid to 
The Trustee on or before the thirty-first day of De¬ 
cember preceding, and the balance of the said sum of 
seventy thousand dollars ($70,000) shall he paid to 
The Trustee on or before the fifth day of June fol¬ 
lowing. Out of the moneys thus paid The Trustee 
shall apply sufficient to meet the coupons then next 
maturing, and shall apply the balance for sinking fund 
purposes in the following manner. If bonds can be 
purchased at one hundred and five (105) per centum 
and accrued interest or less, The Trustee shall expend 
said fund in the purchase of bonds. If bonds cannot 
be so purchased, The Trustee shall on June 10th, or 


634 Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4’s 

if that day should be Sunday or a holiday on the next 
business day thereafter, draw by lot such number of 
outstanding bonds as can be purchased with the fund 
in hand at the rate of one hundred and five (105) per 
centum and accrued interest. Bonds thus drawn shall 
be called for sinking fund purposes and the same shall 
be redeemable upon the first day of July following; 
and The Trustee shall forthwith publish in a news¬ 
paper published and having a general circulation in 
the city of Philadelphia, twice a week for two (2) 
weeks, a notice that pursuant to the terms of this in¬ 
denture certain bonds giving the numbers thus ascer¬ 
tained, have been drawn for sinking fund purposes at 
one hundred and five (105) per centum and accrued 
interest payable on July 1st following, and in case any 
of said bonds shall be registered at the time, then a 
similar notice shall be given by mail to the address of 
the registered owner. And upon the day set for the 
payment of the said bonds, to wit, the first day of July 
succeeding, said bonds shall be delivered by the hold¬ 
ers thereof to The Trustee, and The Trustee shall 
pay therefor one hundred and five (105) per cent., 
together with accrued interest to that date; any bonds 
so drawn and not presented at that date shall cease to 
bear interest thereafter, but shall be redeemed at one 
hundred and five (105) per centum with accrued inter¬ 
est to said date when subsequently presented. All 
bonds purchased or drawn under the terms of this 
article, shall be cancelled and destroyed in the pres¬ 
ence of an agent of The Trustee and of The Com¬ 
pany. For each twenty-five thousand dollars ($25,000) 
at par of said bonds cancelled hereunder there shall be 
delivered by The Trustee to The Company or to such 
party as The Company may, by writing duly filed with 
The Trustee, direct five hundred (500) shares of the 
stock deposited hereunder. 


Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4’s 635 
Article IV. 

Certificates for the shares assigned and trans¬ 
ferred hereunder shall be delivered in the name of The 
Company and be accompanied with a blank power of 
attorney in the following form:— 

Know all Men by These Presents, That the Union 
Traction Company of Philadelphia, for value received, 
has bargained, sold, assigned, and transferred, and by 
these presents does bargain, sell, assign, and transfer 
unto thirty-five 

thousand (35,000) shares of common stock of the Hes- 
tonville, Mantua and Fairmount Passenger Railroad 
Company standing in the name of the Union Traction 
Company of Philadelphia on the books of said cor¬ 
poration, and the said Union Traction Company of 
Philadelphia hereby constitutes and appoints the Land 
Title and Trust Company of Philadelphia its true and 
lawful attorney irrevocable, for it and in its name and 
stead, but to the use of the said Land Title and Trust 
Company of Philadelphia, Trustee, to sell, assign, 
transfer, and set over all or any part of the said stock, 
and for that purpose to make and execute all necessary 
acts of assignment and transfer, and one or more per¬ 
sons to substitute with like full power, hereby ratify¬ 
ing and confirming all that the said attorney or its sub¬ 
stitute or substitutes shall lawfully do by virtue hereof; 
provided, however, that no transfer of said shares shall 
be made on the books of the said Hestonville, Mantua 
and Fairmount Passenger Railroad Company except 
as provided for in Article 5 of the mortgage dated 
July 1st, 1902, made between the said Union Traction 
Company of Philadelphia ajid the Land Title and Trust 
Company of Philadelphia, Trustee. 

In Witness Whereof, The Union Traction Com¬ 
pany of Philadelphia has caused its corporate seal to 
be hereunto affixed the day of 

Witness Present. 


636 Ex. 0—Agreement, $1,500,000 U. Trc. Co. Col. 4’s 

Until default continued after notice as provided 
in Article V. shall be made by The Company in the per¬ 
formance of any of its obligations hereunder the said 
power of attorney shall not be exercised, but The Com¬ 
pany shall have and exercise all the rights of owner¬ 
ship of the shares hereby conveyed and delivered to 
The Trustee except the right of transfer or posses¬ 
sion: Provided, however, That the voting power of 
The Company upon any of the shares hereby pledged 
shall not be used or exercised for the purpose of au¬ 
thorizing an increase in the capital stock of said Hes- 
tonville Company, or of creating any lien, security, or 
charge upon its property or franchises. 

Article V. 

If at any time The Company shall make default 
in the payment of any interest accruing upon any one 
or more of the bonds hereby secured, or intended so 
to be, according to the terms hereof, or shall make de¬ 
fault in the performance of any of the covenants herein 
contained on its part to be performed, and any such 
default shall continue for thirty (30) days after notice 
thereof and demand for performance has been made 
in writing by The Trustee (which shall only be re¬ 
quired to give such notice and make such demand for 
performance when required so to do in writing by the 
holders of a majority of the bonds issued under this 
indenture and outstanding at the time), in such case 
the whole principal sum of the bonds secured by this 
mortgage shall become instantly due and payable, and 
it shall be the duty of The Trustee, upon request in 
writing delivered to it, signed by the holders of a ma¬ 
jority in value of the bond's issued hereunder and at 
the time outstanding, and upon being indemnified to 
its satisfaction, to offer the shares of stock delivered 
hereunder for sale at public auction in the city of Phila¬ 
delphia, giving sixty (60) days’ notice by advertising 


Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4’s 637 


at least once a week in two newspapers of general cir¬ 
culation in the city of Philadelphia and in one news¬ 
paper of general circulation in the city of New York, 
specifying the time and place of the sale, the shares to 
be offered, and the terms of sale. And in case The 
Trustee or any other party acting on behalf of any 
body or bondholders hereunder becomes the purchaser 
it may use the bonds so deposited for payment of pur¬ 
chase money to the extent to which said bonds would 
be entitled to share in the net proceeds of the sale after 
making a cash payment sufficient to cover the costs 
and expenses of the sale and all other charges or prior 
liens which must be provided for in cash. 

The Trustee shall have full power to make reason¬ 
able rules and regulations respecting the sale, the pro¬ 
ceeds of which shall be applied as follows:— 

First. — To reimburse The Trustee for all costs 
and expenses of sale and of the trust, including rea¬ 
sonable compensation to The Trustee, and to pay and 
discharge counsel fees and attorneys’ commissions, and 
all taxes, assessments and liens prior to the lien of 
these presents. 

Second .—To the payment of the whole amount of 
the principal and interest which shall then be owing 
or unpaid upon the said bonds or any of them, whether 
the said principal by the tenor of said bonds be then 
due or yet to become due; and in case of the insufficiency 
of such proceeds to pay in full the whole amount of 
principal and interest owing or unpaid upon the said 
bonds, they shall be paid pro rata in proportion to the 
amounts owing and unpaid upon them respectively, 
without preference of one bond over any of the others, 
or of interest over principal or of principal over 
interest. 


638 Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4’-s 

Third .—To pay over the surplus, if any, on de¬ 
mand to whomsoever may be lawfully entitled to re¬ 
ceive the same under the judgment of any court of 
competent jurisdiction. 

Article VI. 

The right of The Trustee to proceed to sell the 
deposited shares and other securities and property in 
the event of default of The Company shall be cumula¬ 
tive of all other remedies for the enforcement of this 
mortgage, including the right to bring suit against 
The Company for the whole amount of principal and 
interest of outstanding bonds before sale of the securi¬ 
ties as aforesaid or for the balance due in case the 
sale shall not realize sufficient to discharge all out¬ 
standing bonds with interest. 

The right to enforce this mortgage in all its pro¬ 
visions shall be vested exclusively in The Trustee, and 
no holder or holders of bonds or coupons shall have 
the right to institute any suit or proceeding therefor 
except in the case of the refusal of The Trustee for 
thirty days after demand in writing, as herein pro¬ 
vided for, to take such suit or proceeding. 

The Trustee shall have the right to require any 
person presenting any such request to deposit his bonds 
or coupons with it as proof of ownership, and to bind 
such bonds or coupons by the action to be taken in pur¬ 
suance of such request, and such request shall be with¬ 
out effect unless and until said bonds or coupons are 
so deposited in case such deposit shall be required, and 
unless and until The Trustee shall have been offered 
satisfactory indemnity. 

Any waiver by The Trustee or bondholders of 
any default of The Company shall not extend to or be 
taken to effect any subsequent default, or to impair 
any rights arising thereunder as herein provided. 


Ex. 0 — Agreement , $1^500,000 U. Trc. Co. Col. 4’s 639 

Article VII. 

It is mutually understood and agreed by and be¬ 
tween the parties hereto that the words “The Trus¬ 
tee” when and as used in these presents, except where 
some other is plainly referred to, are intended to refer 
to and describe, and shall be construed to mean the 
corporation or corporations, or the person or persons 
which, or who, for the time being, shall be charged 
with the execution of the trusts of these presents, 
whether the same be the said party of the second part 
or any successor or successors in said trust. 

The Trustee herein named may resign upon giv¬ 
ing three months’ notice in writing to The Company, 
or The Trustee may be removed and a successor ap¬ 
pointed upon good cause shown by any court of com¬ 
petent jurisdiction, upon application of The Company 
or of the owners of a majority in value of the outstand¬ 
ing bonds, and in case of the resignation of The Trus¬ 
tee a successor thereto may be appointed by The 
Company, and in either of such cases the title hereby 
conveyed shall devolve upon and become invested in 
such new Trustee, subject to the trusts herein con¬ 
tained, and The Trustee herein named shall, in that 
case, make and execute all deeds, conveyances, and 
instruments necessary to vest and confirm in such new 
Trustee such estates, rights, powers, and duties. 

Article VIII. 

The Company shall from time to time execute any 
other or further instruments, assignments, transfers, 
or assurances necessary or requisite to carry out the 
purposes hereof. 


Article IX. 

The Company shall keep at the office of The 
Trustee in the city of Philadelphia bond transfer 


640 Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4’s 

books, on which the transfer of any of said bonds shall, 
upon request, be registered without expense to the 
holder. Each registration of a bond shall be noted on 
the bond, after which no transfer thereof can be made, 
except on said books, until registered payable to bearer, 
when the bonds will become transferable by delivery 
until again registered in like manner in the name of 
the holder. For the purpose of administering the trust 
created by this mortgage, the person in whose name 
any bond is registered on said books shall be taken 
to be the holder and owner thereof. 

Article X. 

If any bond issued hereunder shall be mutilated, 
lost, or destroyed, The Company may, upon the terms 
and conditions prescribed by the board of directors of 
The Company, or of any statute then in force in Penn¬ 
sylvania, issue in lieu thereof a new collateral trust 
mortgage bond of like tenor and amount and date, and 
bearing the same serial number, which collateral trust 
mortgage bonds, when so issued, shall be certified by 
The Trustee and delivered to the owner of such bond 
so mutilated, lost, or destroyed, upon receiving from 
such owner indemnity satisfactory to The Trustee and 
to The Company, which must be a bond of a surety 
company. 


Article XI. 

The Trustee may, and upon the request and at 
the cost of The Company shall, cancel and discharge 
the lien of these presents and execute and deliver to 
The Company such deeds, assignments, and discharges 
as shall be requisite to discharge the lien hereof and 
to reconvey and transfer to The Company the shares 
and securities hereby transferred and pledged or in¬ 
tended to be whenever all the bonds and coupons se¬ 
cured hereby, which shall have been duly issued, shall 


Ex. 0—Agreement, $1,500,000 V . Trc. Co. Col. 4’s 641 

be paid, canceled, or destroyed, whether before or after 
maturity, or whenever The Company having become 
the holder and owner of all of the said bonds and un¬ 
paid coupons shall present the same to The Trustee 
and request the discharge of the lien of these presents, 
whether before or after maturity, in which case said 
bonds shall be canceled and destroyed in the manner 
set out in Article III. hereof. 

Article XII. 

It is hereby agreed and this trust is accepted upon 
the express condition that The Trustee shall not, nor 
shall any future Trustee, incur any liability or respon¬ 
sibility whatever in consequence of permitting or suf¬ 
fering the shares pledged hereunder to remain regis¬ 
tered in the name of The Company until default con¬ 
tinued as aforesaid, nor shall it be responsible in any 
way for the consequence of any breach on the part of 
The Company of any of the covenants herein contained 
or of any act of The Company, its agents or servants, 
nor shall The Trustee, present or future, be or become 
liable or responsible for its exercise of any of the dis¬ 
cretionary powers hereby conferred upon it, nor for 
any cause, matter, or thing, except its own negligence 
or willful default in the trust herein expressed and 
contained. The Trustee shall be under no obligation 
or duty to perform any act hereunder, or to defend 
any suit in respect hereof, unless indemnified to its 
satisfaction, nor shall The Trustee be bound to recog¬ 
nize any person as a bondholder until his bonds are 
submitted to The Trustee for inspection, if required, 
and his title satisfactorily established if disputed. 

In Witness Whereof, The Union Traction Com¬ 
pany, of Philadelphia, has caused these presents to be 
signed by its president and attested by its secretary 
and its corporate seal to be hereto set, and The Trus- 


642 Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4’s 

tee has caused these presents to be signed by its presi¬ 
dent and attested by its secretary and its corporate 
seal to be hereto set. 


Commonwealth of Pennsylvania, 
County of Philadelphia, 


i 


ss. 


Be it Remembered, That on day of 

A. D. 1902, before me, the subscriber, 
a notary public for the Commonwealth of Pennsyl¬ 
vania, commissioned to reside in the county of Phila¬ 
delphia, and residing in said county, personally ap¬ 
peared R. B. Selfridge, who, being duly sworn accord¬ 
ing to law, did depose and say that he is the secretary 
of the Union Traction Company of Philadelphia; that 
he was personally present at the execution of the above- 
written indenture and saw the common seal of the said 
Union Traction Company of Philadelphia duly affixed 
thereto; that the said seal so affixed thereto was the 
common and corporate seal of the said Union Traction 
Company of Philadelphia ; that the above-written in¬ 
denture was duly signed, sealed, and delivered by John 
B. Parsons, president of the said company, as and for 
the act and deed of the said Union Traction Company 
of Philadelphia, for the uses and purposes mentioned 
therein; and that the names of John B. Parsons, as 
president, and of this deponent as secretary, subscribed 
to the said indenture in attestation of the due execu¬ 
tion and delivery thereof, are of their and each of their, 
proper and respective handwritings. 


Sworn and subscribed before me, the day and 
year aforesaid. Witness my hand and notarial seal. 


Notary Public. 
My commission expires 


Ex. 0 — Agreement, $1,500,000 U. Trc. Co. Col. 4*s 643 


CoMMONWEAXiTH OF PENNSYLVANIA, 
County of Philadelphia, 



Be it Remembered, That on the day of 

A. D. 1902, before me, the subscriber, 
a notary public for the Commonwealth of Pennsyl¬ 
vania, commissioned to reside in the county of Phila¬ 
delphia, and residing in said county, personally ap¬ 
peared Albert D. Fell, who, being duly sworn accord¬ 
ing to law, did depose and say that he is the secretary 
of the Land Title and Trust Company; that he was 
personally present at the execution of the above-written 
indenture, and saw the common seal of the said Land 
Title and Trust Company duly affixed thereto; that the 
said seal so affixed thereto is the common and cor¬ 
porate seal of the said Land Title and Trust Company; 
that the above-written indenture was duly signed, 
sealed, and delivered by William R. Nicholson, presi¬ 
dent of the said company, as and for the act and deed 
of the said Land Title and Trust Company for the uses 
and purposes mentioned therein; and that the names 
of William R. Nicholson as president, and of this depo¬ 
nent as secretary, subscribed to the said indenture in 
attestation of the due execution and delivery thereof, 
are of their and each of their, proper and respective 
handwritings. 


Sworn and subscribed before me, the day and 
year aforesaid. Witness my hand and notarial seal. 


Notary Public. 
My commission expires 


644 Lease, Doylestown & Willow Grove Railway 
Company to Phila. Rapid Transit 

LEASE OF THE DOYLESTOWN & WILLOW 

GROVE RAILWAY COMPANY TO THE 

PHILADELPHIA RAPID TRANSIT COM¬ 
PANY. 

This Indenture made this 21st day of July, A. D. 
One thousand nine hundred and two, between the 
Doylestown & Willow Grove Railway Company (here¬ 
inafter called Railway) of the one part and the Phila¬ 
delphia Rapid Transit Company (hereinafter called 
Rapid Transit) of the other part, Witnesseth: 

Whereas Railway is a corporation organized 
under the Act of May 14, 1889, and its supplements 
and has built and is operating a line of passenger rail¬ 
way between Doylestown and Willow Grove; and from 
Willow Grove to Hatboro; 

And Whereas Rapid Transit has acquired all of 
the shares of capital stock of Railway, and in order 
to simplify the operation of said railway and keeping 
of the accounts it has been deemed advisable, and 
agreed between the parties, that a lease shall be ex¬ 
ecuted for all of the property of Railway to Rapid 
Transit; 

Now Therefore This Indenture Witnesseth that 
Railway for and in consideration of the covenants on 
the part of Rapid Transit to be kept and performed, 
has granted, demised and let, and by these presents 
does grant, demise and let, unto Rapid Transit, its 
successors and assigns, all and singular the railway 
now owned and heretofore operated by Railway; or 
as the same may be at any time hereafter located, 
constructed, or extended, together with all and every 
the sidings, appurtenances, railways, rights of way, 
depot grounds, lafids and tenements, stables, shops and 


Lease, Doylestoivn & Willow Grove Railway 645 
Company to Phila. Rapid Transit 

other structures of every description, and all manner 
of equipment, and generally all the personal property 
belonging to Railway, and all rights, privileges and 
franchises connected with or relating to the said de¬ 
mised railway, or of any part thereof, or to the con¬ 
struction, maintenance, use, re-location, or operation 
of the same as fully and as entirely as the same are 
now or may hereafter be vested in Railway; saving 
and reserving, however, the franchise to be a corpora¬ 
tion, or any other right or privilege which is or may 
be necessary to preserve the corporate existence or 
organization of Railway. 

To Have and to Hold the said Railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto Rapid Transit, its 
successors and assigns, from the First day of July 
A. E>., one thousand nine hundred and two for the full 
term of nine hundred and ninety-nine (999) years 
thence next ensuing to be fully completed and ended, 
subject as to said term to the stipulation relative to 
forfeiture hereinafter contained. 

In Consideration Whereof Rapid Transit for it¬ 
self, its successors and assigns, covenants to and with 
Railway, its successors and assigns, to further equip 
Railway, to make such extensions of its lines and ad¬ 
dition to its equipment from time to time as may be 
deemed advantageous, and to operate said Railway at 
its own expense, paying out of the operating receipts 
all taxes and license fees now or hereafter imposed by 
law or ordinance upon the property, capital stock, 
earnings or business of the said Railway, and to keep 
the demised property in good order and repair. 

Also to pay such further sum as may be necessary 
to defray the expense of Railway's maintaining an 
office and corporate organization. 


646 Lease, Doylestoivn £ Willow Grove Railway 
Company to Phila. Rapid Transit 

Rapid Transit further covenants and agrees to 
assume and perform all obligations, whatever the same 
may legally be, which exist on the part of Railway as 
to the repairing and repaving of any streets or high¬ 
ways along which the tracks or trolley system of Rail¬ 
way is now or may be hereafter laid. 

Also to indemnify and save harmless Railway 
against any and all actions and damages arising from 
the operation of Railway or from the performance or 
non-performance of any act in connection with the 
construction, maintenance, or operation thereof by 
Rapid Transit. 

And it is further stipulated and covenanted by the 
parties hereto: That in the event of a default on the part 
of Rapid Transit for a period of six months in making 
any of the payments above stipulated after the same 
severally become due, then this demise at the option 
of Railway, its successors or assigns, to be signified 
by resolution of its Board of Directors, shall at once 
cease and determine, and said Railway, its successors 
and assigns, shall be entitled to re-enter and take pos¬ 
session of the said demised premises, with the ap¬ 
purtenances, corporate rights and franchises, together 
with any additions or improvements thereon made by 
said Rapid Transit or its assigns (without any rent or 
charge for such additions or improvements on the part 
of Rapid Transit, its successors or assigns) which re¬ 
entry and termination of the lease shall not relieve 
Rapid Transit from any payments accrued or accru¬ 
ing up to the termination hereof. 

There is an issue of Five hundred thousand dol¬ 
lars ($500,000) 4% First Mortgage Bonds of Railway, 
dated June 1st, 1900, and due June 1st, 1930, the prin¬ 
cipal and interest being payable in gold coin of the 
United States of America. Rapid Transit covenants 


Lease, Doylestoivn & Willoiv Grove Railway 647 
Company to Phila. Rapid Transit 

and agrees to pay the said interest as and when the 
same falls due and payable under the terms of the 
mortgage covering said bonds, and to likewise pay the 
interest on any extension which may be made of such 
issue of bonds or of any new issue which may here¬ 
after be duly authorized and made to take up and re¬ 
tire the bonds now outstanding; but nothing herein 
contained shall be construed to be a guarantee by 
Rapid Transit of the principal of said bonds. 

In Witness Whereof the parties have caused their 
corporate seals to be hereto affixed and the same to 
be attested, by the signatures of their respective Presi¬ 
dents and Secretaries the day and year first herein 
above written. 

Doylestown & Willow Grove Railway 
Company, 

By C. P. WEAVER, 

[seal] Vice President. 

Attest: 

Alex. Rennick, 

Secretary. 

Philadelphia Rapid Transit Company, 
By JOHN B. PARSONS, 
[seal] President. 

Attest: 

R. B. Selfridge, 

Secretary. 


648 Supplemental Agreement to Lease 

SUPPLEMENTAL AGREEMENT TO LEASE BE¬ 
TWEEN THE DOYLESTOWN & WILLOW 

GROVE RAILWAY CO. AND THE PHILA¬ 
DELPHIA RAPID TRANSIT COMPANY. 

Agreement supplemental to lease between the 
Doylestown and Willow Grove Railway Company, as 
Lessor, and the Philadelphia Rapid Transit Company, 
as Lessee. 

Whereas an agreement of lease was entered into 
by the parties hereto on the first day of July, 1902, 
for the term of 999 years, in which a rental was re¬ 
served of six per cent, per annum upon the capital 
stock paid in; and 

Whereas the parties hereto have agreed that said 
rental shall be reduced to the nominal sum of One 
Dollar per annum; 

Now Therefore it is agreed between the parties 
hereto as follows: 

1. The rental reserved in the said lease is hereby 
reduced to and fixed at One Dollar per year for the 
whole property, said Dollar being payable on the 30th 
day of June in each year, for the year ending on that 
date. 

2. Subject only to this modification, all of the 
other terms and provisions of the said lease are rati¬ 
fied and approved. 

Witness the seals of the respective parties duly 
attested this First day of July, A. D. 1907. 

Doylestown & Willow Grove Ry. Co., 
By GEO. D. WIDENER, 
[seal] President. 

Attest: 

Alex. Ren nick, 

Secretary. 

Philadelphia Rapid Transit Company, 
By JNO. B. PARSONS, 

[seal] President. 

Attest: 

R. B. Selfridge, 

Secretary. 


Lease, Market St. Elev. Pass. Ry. Co. to P. R. T. 649 

LEASE MARKET STREET ELEVATED PAS¬ 
SENGER RAILWAY COMPANY TO PHILA¬ 
DELPHIA RAPID TRANSIT, JANUARY 3, 
1903. 

This Indenture entered into this Nineteenth day 
of January A. D., One thousand nine hundred and 
three (1903) between the Market Street Elevated Pas¬ 
senger Railway Company (hereinafter called Rail¬ 
way) and the Philadelphia Rapid Transit Company 
(hereinafter called Transit) Witnesseth: 

That Railway, for and in consideration of the 
covenants on the part of Transit to be kept and per¬ 
formed, has granted, demised and by these presents 
does grant and demise unto Transit, its successors and 
assigns, all and singular the railway now owned and 
laid out, or as the same may at any time hereafter be 
located, constructed or extended, together with all and 
every the appurtenances, railways, rights of way, de¬ 
pot grounds, lands, tenements, stables, shops and other 
structures of every kind and description, and all and 
all matter of equipment, and generally all the per¬ 
sonal property belonging to railway, and all rights, 
privileges and franchises connected with or relating 
to the said demised railway, or any part thereof, or 
to the construction, maintenance, use', relocation, or 
operation of the same as fully and as entirely as the 
same are now or may hereafter be vested in Railway; 
saving and reserving, however, the franchise to be a 
corporation, or any other right or privilege which is 
or may be necessary to preserve the corporate ex¬ 
istence or organization of Railway. 

To Have and to Hold the said Railway with the 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto Transit, its suc¬ 
cessors and assigns, from the first day of January, 
A. D. One thousand nine hundred and three (1903) for 


650 Lease, Market St. Elev. Pass. Ry. Co. to P. R. T. 

and during the full term of nine hundred and ninety- 
seven years thence next ensuing, to be fully completed 
and ended, subject as to said term to the stipulation 
relative to a forfeiture hereinafter contained. 

In consideration whereof, Transit, for itself, its 
successors and assigns, covenants to and with railway, 
its successors and assigns, as follows: 

1. To equip and operate the railway constructed 
or to be constructed under the franchise of Railway. 

2. To pay to the Treasurer of Railway, on the 
first days of July and January in each year during 
the continuance of said demise, beginning July 1st, 
1903, three per cent of the amount actually paid in 
upon stock actually issued (being six per cent per an¬ 
num) together with the further sum of Two hundred 
and fifty Dollars ($250) on the first day of each Jan¬ 
uary to defray the expense of Railway’s maintaining 
an office and corporate organization. 

3. To pay all taxes and license fees now or here¬ 
after imposed by law or Ordinance upon the property, 
capital stock, earnings or business of the said Railway, 
and to keep the demised property in good order and 
repair. 

4. To assume and perform all obligations what¬ 
ever the same may legally be, which exist on the part 
of Railway, as to the repairing or repaving of any 
streets or highways along which the track of Railway 
is now or may be hereafter laid. 

5. To indemnify and save harmless Railway 
against and from all action and damages arising from 
the operation of Railway or from the performance or 
non-performance of any act in connection with the con¬ 
struction, maintenance or operation thereof by Tran¬ 
sit. 


Lease, Market St. Elev. Pass. Ry. Co. to P. R. T. 651 

And it is further stipulated and covenanted by the 
parties hereto: 

6. Any and all contracts for the construction of 
the railroad, subway and elevated road of Railway 
shall be subject to the approval of the Board of Di¬ 
rectors of Transit, and Transit shall become a party 
to all such contracts as. Lessee and Guarantor there¬ 
under; and Transit shall advance to Railway from 
time to time all sums of money necessary to defray 
any expense thus incurred which shall not be other¬ 
wise provided for, which advances shall be charged 
against Railway but shall not become due or bear in¬ 
terest until the termination of this lease by expira¬ 
tion or forfeiture. But, Transit shall have the right 
at any time to call upon Railway to issue, execute and 
deliver to Transit, or to such party or parties as may 
be designated by it, stocks and bonds in such propor¬ 
tions as it may legally issue; the bonds to be of such 
term and interest rate as may be agreed upon between 
the parties, and the aggregate amount of such stocks 
and bonds to equal any amount due Transit by Rail¬ 
way for advances hereunder. 

7. Railway shall take all corporate or other action 
which may be necessary from time to time to enable it 
to carry out the objects of this agreement and of its 
incorporation and to secure its right of way, including 
the condemnation of property where the same may 
be necessary, and to increase its capital stock or to 
issue or increase its bonded indebtedness or extend 
the same or to change, modify or extend its line when¬ 
ever called upon so to do by Transit. 

8. The rental herein provided for, namely, six per 
cent upon the amount paid in on all the stock of Rail¬ 
way, shall apply to any increases in the capital stock 
from time to time under the provisions of this lease; 


652 Lease, Market St. Elev. Pass. Ry. Co. to P. R. T. 


and in case any bonds shall be issued or extended 
hereunder Transit shall assume, guarantee and pay 
the interest thereon, in addition to its other payments 
herein provided for, and shall enter into such con¬ 
tracts and stipulations with respect to the principal of 
said bonds as may be agreed upon between the parties 
hereto. 

9. Whenever hereunder it is provided that Rail¬ 
way shall take any action when called upon to do so 
by Transit a resolution of the Board of Directors of 
Transit duly certified by its Secretary and delivered 
to the Secretary of Railway shall constitute the requi¬ 
site demand upon and authority to Railway for taking 
such action. 

10. That in the event of a default on the part of 
Transit for a period of six months in making any of 
the payments above stipulated after the same severally 
become due, then this demise, at the option of Railway, 
its successors or assigns, to be signified by resolution 
of its Board of Directors, shall at once cease and de¬ 
termine, and Railway, its successors and assigns shall 
be entitled to re-enter and take possession of said de¬ 
mised premises with the appurtenances, corporate 
rights and franchises, together with any additions or 
improvements thereon made by said Transit, or its 
assigns (without any rent or charge for said additions 
and improvements on the part of Transit, its suc¬ 
cessors and assigns) which re-entry and termination 
of the lease shall not relieve Transit from any pay¬ 
ments accrued or accruing up to the termination 
hereof. 

11. That if any difference shall arise between tlie 
parties hereto in relation to the construction of this 
Indenture or the due performance of any covenant, the 
said parties shall each select a person of skill and 


Lease, Market St. Elev. Pass. By. Co. to P. R. T. 653 

experience in railway management, and these two shall 
select a third, and the three so chosen shall hear and 
decide such difference, and the award of a majority 
shall be final and conclusive upon both parties. In 
case either party shall fail to select a person for a 
period of fifteen days after a request to do so in writ¬ 
ing, delivered to its President, then the person ap¬ 
pointed by the party not in default shall select a per- 
* son for the defaulting party, and these two shall pro¬ 
ceed as herein provided in case of no default. 

In Witness Whereof the parties have caused their 
corporate seals to be hereto affixed, duly attested, the 
day and year first hereinbefore written. 

Signed, sealed and delivered 
in the presence of us 

Market Street Elevated Passenger 
Ry. Co., 

By JOHN M. MACK, 

[seal] President. 

Attest: 

Chas. 0. Kruger, 

Secretary. 

Philadelphia Rapid Transit Company, 
By JOHN B. PARSONS, 
[seal] President. 

Attest: 

R. B. Selfridge, 

Secretary. 


654 Supplemental Agreement to Lease 

SUPPLEMENTAL AGREEMENT MARKET 

STREET ELEVATED PASSENGER RAIL¬ 
WAY COMPANY AND PHILADELPHIA 

RAPID TRANSIT, JULY 1, 1907. 

Agreement Supplemental to lease Between the 
Market Street Elevated Passenger Railway Company, 
as Lessor, and the Philadelphia Rapid Transit Com¬ 
pany, as Lessee. 

Whereas an agreement of lease was entered into 
by the parties hereto on the first day of January, 1903, 
for a period of 997 years, in which a rental was re¬ 
served of six per cent per annum upon the capital 
stock paid in; and 

Whereas the parties hereto have agreed that said 
rental shall be reduced to the nominal sum of One 
Dollar per annum; 

Now Therefore it is agreed between the parties 
hereto as follows: 

1. The rental reserved in the said lease is hereby 
reduced to and fixed at One Dollar per year for the 
whole property, said Dollar being payable on the 30th 
day of June in each year, for the year ending on that 
date. 

2. Subject only to this modification, all of the other 
terms and provisions of the said lease are ratified and 
approved. 


Supplemental Agreement to Lease 655 

Witness the seals of the respective parties duly 
attested this first day of July, A. D. 1907. 


Market Street Elevated Passenger Ry. Co. 

By 

JNO. B. PARSONS, 
President. 


[seal] 


Attest: 

Ohas. 0. Kruger, 

Secretary. 


Philadelphia Rapid Transit Company 

By 

GEO. D. WIDENER, 

Vice President. 


[seal] 

Attest: 

R. B. Selfridge, 

Secretary. 


656 Lease, Beach St. Connecting Ry. Co. to P. R. T. 

LEASE BEACH STREET CONNECTING RAIL¬ 
WAY COMPANY TO PHILADELPHIA RAPID 

TRANSIT, JUNE 15, 1904. 

This Indenture made to take effect as of the First 
day of May, A. D. One thousand Nine hundred and 
Three, between the Beach Street Connecting Railway 
Company of the first part (hereinafter called Railway) 
and the Philadelphia Rapid Transit Company of the 
second part (hereinafter called Transit) Witnesseth: 

That Railway for and in consideration of the cove¬ 
nants on the part of Transit to be kept and performed 
has granted, demised and let, and by these presents 
does grant, demise and let unto Transit, its successors 
and assigns, all and singular its railway now owned 
or hereafter to be located, constructed or extended, to¬ 
gether with all and every the sidings, railways, appur¬ 
tenances, rights of way, lands and structures of every 
kind and description and all equipment and generally, 
all personal property belonging to said Railway and 
all rights, privileges and franchises connected with or 
relating thereto, or any part thereof, as fully as the 
same are now or may hereafter be vested in Railway; 
saving and reserving only such rights and franchises 
as may be necessary to preserve the corporate exist¬ 
ence and organization of Railway. 

To Have and to Hold said Railway, with the said 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto Transit, its succes¬ 
sors and assigns, from the said First day of May, One 
thousand nine hundred and three, for and during the 
full term of Nine hundred and ninety years thence next 
ensuing to be fully completed and ended; subject as to 
said term to the stipulations relative to forfeiture here¬ 
inafter contained. In consideration whereof Transit 
for itself, its successors and assigns covenants to and 
with Railway, its successors and assigns: 


Lease, Beach St. Connecting By. Co. to P. B. T. 657 

First: To pay to the Treasurer of Railway on the 
first days of January and July in each year during the 
continuance of this lease three per cent of the amount 
of capital stock actually paid in (being six per cent per 
annum) together with the further sum of Two hundred 
and fifty Dollars ($250) on the First day of each Janu¬ 
ary during the continuance hereof, toward defraying 
the expense of Railway’s maintaining its corporate or¬ 
ganization; provided, however, that the rental herein 
stipulated for shall begin to run only from the first day 
of January or July following the actual operation of 
the demised railway. 

Second : To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings or business of the said 
Railway and to keep the demised property in good 
order and repair. 

Third : To assume and perform all obligations 
whatever the same may legally be, which may now or 
hereafter exist on the part of Railway as to the repair¬ 
ing or repaving of any streets or highways along which 
the track of Railway is now or may be hereafter laid. 

Fourth: To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Transit. 

And it is further stipulated and covenanted be¬ 
tween the parties as follows: 

Fifth: That Railway shall, at the request of 
Transit take such corporate action as may, in the opin¬ 
ion of Transit be necessary for the extension or chang¬ 
ing of its lines in any way or for the protection of its 
rights and franchises, or for the purpose of making an 


658 Lease, Beach St. Connecting By. Co. to P. B. T. 

issue of bonds; in which case Transit shall, in addition 
to the sums hereinbefore provided for pay the interest 
accruing upon said bonds; but no corporate action of 
any kind whatsoever except the mere keeping alive the 
organization shall be taken by Railway without the 
assent of Transit. 

Sixth : In the event of default on the part of Tran¬ 
sit for a period of six months in making any of the 
payments above stipulated for after the same shall 
have become due, then this demise may, at the option 
of Railway, its successors or assigns, to be signified 
by resolution of its Board of Directors, cease and de¬ 
termine within thirty days after notice of such action 
has been given to Transit, provided, Transit shall not 
have paid all arrearages within said period of thirty 
days; and in case of such termination then Railway, 
its successors and assigns, shall be entitled to re-enter 
and take possession of the demised premises with the 
appurtenances, corporate rights and franchises, to¬ 
gether with any additions or improvements thereon. 

Ix Witness Whereof the parties have hereunto 
caused their corporate seals to be hereunto affixed and 
duly attested this Twentieth day of April, 1903. 

Beach Street Connecting Railway Company 
By CHAS. 0. KRUGER, 

[seal] Vice President. 

Attest: 

R. B. Selfridge, 

Secretary. 

Philadelphia Rapid Transit Co. 

By CHAS. 0. KRUGER, 

[seal] 2nd Vice President. 

Attest: 

R. B. Selfridge, 

Secretary. 


Lease, Darby & Yeadon St. Ry. Co. to P. R. T. 659 

LEASE OF THE DARBY & YEADON STREET 
RAILWAY COMPANY TO THE PHILADEL¬ 
PHIA RAPID TRANSIT COMPANY. 

This Indentuke made to take effect as of the Fif¬ 
teenth day of June, A. D., One thousand, nine hundred 
and four (1904) between the Darby and Yeadon Street 
Railway Company, of the first part (hereinafter called 
Railway) and the Philadelphia Rapid Transit Com¬ 
pany, of the second part (hereinafter called Rapid 
Transit), W itnesseth : 

That Railway for and in consideration of the cove¬ 
nants on the part of Rapid Transit to be kept and per¬ 
formed, has granted, demised and let, and by these 
presents does grant, demise and let unto Rapid Tran¬ 
sit, its successors and assigns, all and singular its rail¬ 
way now owned or hereafter to be located, constructed 
or extended, together with all and every the sidings, 
railways, appurtenances, rights of way, lands and 
structures of every kind and description and all equip¬ 
ment and generally all personal property belonging to 
said Railway and all rights, privileges and franchises 
connected with or relating thereto, or any part thereof, 
as fully as the same are now or may hereafter be 
vested in Railway; saving and reserving only such 
rights and franchises as may be necessary to preserve 
the corporate existence and organization of Railway. 

To Have and to Hold said Railway, with the said 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto Rapid Transit, its 
successors and assigns, from the Fifteenth day of June, 
One thousand nine hundred and four, for and during 
the full term of Nine hundred and ninety-nine years 
thence next ensuing to be fully completed and ended; 
subject as to said term to the stipulations relative to 
forfeiture hereinafter contained. In consideration 
whereof Rapid Transit for itself, its successors and 
assigns, covenants to and with Railway, its successors 
and assigns: 


660 Lease, Darby & Yeadon St. By. Co. to P. R. T. 

First: To pay to the Treasurer of Railway on 
the first days of January and July in each year during 
the continuance of this lease three per cent, on the 
amount of capital stock actually paid in (being six per 
cent, per annum) together with the further sum of 
Two hundred and fifty ($250) dollars on the First day 
of each January during the continuance hereof, toward 
defraying the expense of Railway’s maintaining its 
corporate organization; provided, however, that the 
rental herein stipulated for shall begin to run only 
from the First day of January or July following the 
actual operation of the demised railway. 

Second : To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third: To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of any 
streets or highways along which the track of Railway 
is or may be hereafter laid. 

Fourth: To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance, or operation thereof by 
Rapid Transit. 

And it is further stipulated and covenanted be¬ 
tween the parties as follows: 

Fifth: That Railway shall, at the request of 
Rapid Transit take such corporate action as may, in 
the opinion of Rapid Transit, be necessary for the ex¬ 
tension or changing of its lines in any way or for the 
protection of its fights and franchises, or for the pur¬ 
pose of making an issue of bonds; in which case Rapid 
Transit shall in addition to the sums hereinbefore pro- 


Lease, Darby & Yeadon St. Ry. Co. to P. R. T. 661 


vided for pay the interest accruing* upon said bonds; 
but no corporate action of any kind whatsoever except 
the mere keeping alive the organization shall be taken 
by Railway without the assent of Rapid Transit. 

iSixth: In the event of default on the part of 
Rapid Transit for a period of six months in making 
any other payments above stipulated for after the 
same shall have become due, then this demise may, at 
the option of Railway, its successors or assigns, to 
be signified by resolution of its Board of Directors, 
cease and determine within thirty days after notice of 
such action has been given to Rapid Transit, providing, 
Rapid Transit shall not have paid all arrearages within 
said thirty days; and in case of such termination then 
Railway, its successors and assigns, shall be entitled 
to re-enter and take possession of the demised prem¬ 
ises with the appurtenances, corporate rights and fran¬ 
chises together with any additions or improvements 
thereon. 


Ix Witness Whereof The parties have hereunto 
caused their corporate seals to be hereunto affixed and 
duly attested this Sixteenth day of June 1904. 

Darby & Yeadon Street Railway Co. 

By JOHN B. PARSONS, 
President. 

[seal] 

Attest: 

Chas. 0 . Kruger, 

Secretary. 

Philadelphia Rapid Transit Co. 

By JOHN B. PARSONS, 
President. 


[seal] 

Attest: 

R. B. Selfridge, 

Secretary. 


662 Supplemental Agreement to Lease 

SUPPLEMENTAL AGREEMENT DARBY AND 
YEADON STREET RAILWAY COMPANY 

AND PHILADELPHIA RAPID TRANSIT, 

JULY 1, 1907. 

Agreement Supplemental to lease between the 
Darby & Yeadon Street Railway, as Lessor, and the 
Philadelphia Rapid Transit Company, as Lessee. 

Whereas an agreement of lease was entered into 
by the parties hereto on the 15th day of June, 1904, 
for the term of 999 years, in which a rental was re¬ 
served of six per cent per annum upon the capital stock 
paid in ; and 

Whereas the parties have agreed that said rental 
shall be reduced to the nominal sum of One Dollar per 
annum; 

Now Therefore it is agreed between the parties 
hereto as follows: 

1. The rental reserved in the said lease is hereby 
reduced to and fixed at One Dollar per year for the 
whole property, said Dollar being payable on the 30th 
day of June in each year, for the year ending on that 
date. 

2. Subject only to this modification, all of the other 
terms and provisions of the said lease are ratified and 
approved. 


Supplemental Agreement to Lease 


663 


Witness the seals of the respective parties duly 
attested this first day of July, A. D. 1907. 


Darby & Ye ado n Street Railway Company 


[seal] 


By 

JNO. B. PARSONS, 
President. 


Attest: 

Alex. Rennick, 

Asst. Secretary. 


[seal] 


Philadelphia Rapid Transit Company 

By 

GEO. D. WIDENER, 
Vice President. 


Attest: 

R. B. Selfridge, 

Secretary. 


664 Lease, Phila. & Willow Gr. St. Ry. Co. to P. R. T. 

LEASE OF THE PHILADELPHIA & WILLOW 
GROVE STREET RAILWAY CO. TO THE 
PHILADELPHIA RAPID TRANSIT COM¬ 
PANY. 

This Indenture made to take effect as of the First 
day of July, A. D. One thousand nine hundred and four 
(1904) between the Philadelphia and Willow Grove 
Street Railway Company of the first part (hereinafter 
called Railway) and the Philadelphia Rapid Tran¬ 
sit Company, of the second part (hereinafter called 
Rapid Transit) Witnesseth : 

That Railway for and in consideration of the cove¬ 
nants on the part of Rapid Transit to be kept and per¬ 
formed, has granted, demised and let, and by these 
presents does grant, demise and let unto Rapid Tran¬ 
sit, its successors and assigns, all and singular its rail¬ 
way now owned or hereafter to be located, constructed 
or extended, together with all and every the sidings, 
railways, appurtenances, rights uf way, lands and 
structures of every kind and description and all equip¬ 
ment and generally, all personal property belonging to 
said Railway and all rights, privileges and franchises 
connected with or relating thereto, or any part thereof, 
as fully as the same are now or may hereafter be 
vested in Railway; saving and reserving only suc'i 
rights ^nd franchises as may be necessary to preserve 
the corporate existence and organization of Railway. 

To Have and to Hold said Railway, with the said 
appurtenances, property, real and personal, and cor¬ 
porate rights and franchises unto Rapid Transit, its 
successors and assigns, from the First day of July, 
One thousand nine hundred and four, for and during 
the full term of nine hundred and ninety years 
thence next ensuing to be fully completed and ended; 
subject as to said term to the stipulations relative to 
forfeiture hereinafter contained. In consideration 
whereof Rapid Transit for itself, its successors and 


Lease, Phila. <$ Willow Or. St. Ry. Co. to P. R. T. 665 


assigns, covenants to and with Railway, its successors 
and assigns: 

First: To pay to the Treasurer of Railway on 
the first days of January and July in each year during 
the continuance of this lease three per cent, on the 
amount of capital stock actually paid in (being six per 
cent, per annum) together with the further sum of 
Two hundred and fifty ($250) dollars on the First day 
of each January during the continuance hereof, toward 
defraying the expense of Railway’s maintaining its 
corporate organization; provided, however, that the 
rental herein stipulated for shall begin to run only 
from the First day of January or July following the 
actual operation of the demised railway. 

Second : To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings or business of the said 
Railway, and to keep the demised property in good 
order and repair. 

Third: To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of any 
streets or highways along which the track of Railway 
is now or may be hereafter laid. 

Fourth: To indemnify and save harmless Rail¬ 
way against and from all actions and damages arising 
from the operation of Railway, or from the perform¬ 
ance or non-performance of any act in connection with 
the construction, maintenance or operation thereof by 
Rapid Transit. 

And it is further stipulated and covenanted be¬ 
tween the parties as follows: 

Fifth: That Railway shall, at the request of 
Rapid Transit take such corporate action as may, in 
the opinion of Rapid Transit, be necessary for the ex¬ 
tension or changing of its lines in any way or for the 
protection of its rights and franchises, or for the pur- 


666 Lease, Phila. & Willow Gr. St. Ry. Co. to P. R. T. 

pose of making an issue of bonds; in which case Rapid 
Transit shall, in addition to the sums hereinbefore pro¬ 
vided for pay the interest accruing upon said bonds; 
but no corporate action of any kind whatsoever except 
the mere keeping alive the organization shall be taken 
by Railway without the assent of Rapid Transit. 

iSixth: In the event of default on the part of 
Rapid Transit for a period of six months in making 
any of the payments above stipulated for after the 
same shall have become due, then this demise may, at 
the option of Railway, its successors and assigns, to 
be signified by resolution of its Board of Directors, 
cease and determine within thirty days after notice of 
such action has been given to Rapid Transit, provided, 
Rapid Transit shall not have paid all arrearage within 
thirty days, and in case of such termination then 
Railway, its successors and assigns, shall be entitled 
to re-enter and take possession of the demised prem¬ 
ises with the appurtenances, corporate rights and fran¬ 
chises together with any additions or improvements 
thereon. 

In Witness Whereof the parties have hereunto 
caused their corporate seals to be hereunto affixed and 
duly attested this 7th day of October, 1904. 

Philadelphia & Willow Grove Street Railway 
Company 

By CHAS. 0. KRUGER, 

{seal] Vice President. 

Attest: 

R. B. Selfridge, 

Secretary. 

Philadelphia Rapid Transit Company 
By GEO. D. WIDENER, 

[seal] Vice President. 

Attest: 

R. B. Selfridge, 

Secretary. 


Lease, Darby, Media and Chester Street 667 
Railway Company to P. R. T. 


LEASE. 


Darby, Media and Chester Street Railway Company to 

Philadelphia Rapid Transit Co . 

This Indenture, Made as of the first day of July, 
A - 13 • 1906, by and between Darby, Media and Chester 
Street Railway Company, a corporation organized 
under the laws of the Commonwealth of Pennsylvania 
(hereinafter called Railway), party of the first part, 
and Philadelphia Rapid Transit Company, a corpora¬ 
tion organized under the laws of the same Common¬ 
wealth (hereinafter called Rapid Transit), party of the 
second part, Witnesseth: 

Whereas, Philadelphia, Morton and Swarthmore 
Street Railway Company, a corporation organized un¬ 
der the laws of the Commonwealth of Pennsylvania, 
was duly organized to construct, and had constructed 
and in operation a passenger railway in the boroughs 
of Yeadon, Darby and Collingdale, the township of 
Darby, the borough of Glenolden, the township of Rid¬ 
ley, the boroughs of Rutledge and Morton, the town¬ 
ship of Springfield, the borough of Swarthmore, the 
township of Nether-Providence, and the borough of 
Media, all in Delaware county, Pennsylvania ; and Me¬ 
dia, Middletown, Aston and Chester Electric Railway 
Company, a corporation organized under the laws of 
the Commonwealth of Pennsylvania, was duly organ¬ 
ized to construct, and had constructed and in operation 
a passenger railway in the city of Chester, townships 
of Chester, Middletown and Nether-Providence, and 
the borough of Media, all in Delaware county, Penn¬ 
sylvania; and the roads of said two companies were 
physically connected; and 

Whereas, By an agreement of consolidation and 
merger, dated the sixteenth day of June, 1906, between 


668 Lease , Darby, Media and Chester Street 

Railway Company to P. R. T. 

said Philadelphia, Morton and Swarthmore Street 
Railway Company and said Media, Middletown, Aston 
and Chester Electric Railway Company (which agree¬ 
ment of consolidation *and merger together with the 
necessary certificates were filed in the office of the Sec¬ 
retary of the Commonwealth of Pennsylvania on the 
thirtieth day of June, 1906, and Letters Patent directed 
to be issued by the Governor of Pennsylvania on the 
fifth day of July, 1906), the said Philadelphia, Morton 
and Swarthmore Street Railway Company and said 
Media, Middletown, Aston and Chester Electric Rail¬ 
way Company were consolidated and merged into one 
corporation by the name of Darby, Media and Chester 
Street Railway Company, owning and enjoying all the 
rights, privileges, franchises and properties of the 
said Philadelphia, Morton and Swarthmore Street 
Railway Company and said Media, Middletown, Aston 
and Chester Electric Railway Company; and 

Whereas, Rapid Transit is a motor-power com¬ 
pany, organized under the laws of the State of Penn¬ 
sylvania, with authority to lease and operate the prop¬ 
erty and franchises of passenger railway companies, 
and is operating certain lines of passenger railway 
companies in and contiguous to the city of Philadel¬ 
phia, which lines connect with the lines of Railway, and 
it is believed that the public can be better served if the 
two systems are operated under one management; and 

Whereas, This present form of lease and agree¬ 
ment has been duly agreed upon, and its execution 
duly authorized by the parties hereto, upon the terms 
and conditions hereinafter set forth: 

Now this Agreement Witnesseth, That for and ? 
in consideration of the covenants and agreements of 
Rapid Transit hereinafter set forth, and of the sum 


Lease, Darby, Media and Chester Street 669 
Railway Company to P. R. T. 

of one dollar ($1) to it in hand paid by Rapid Transit, 
the receipt whereof is hereby acknowledged, Railway 
doth hereby let and demise to Rapid Transit, its suc¬ 
cessors and assigns, its entire railway as the same is 
now located and constructed, or as the same may be 
hereafter located and constructed, in pursuance of any 
and every lawful authority now existing, or which may 
hereafter exist, together with all the branches, exten¬ 
sions, sidings, turnouts, tracks, rights of way, lands, 
machinery, fixtures, depots, shops, stations, struc¬ 
tures, cars, motors, and other rolling-stock, tools, im¬ 
plements, machines, equipment, and such like personal 
property generally of every kind or description be¬ 
longing to Railway, and in use, or intended or adapted 
for use, upon or about the railway and premises leased 
for the business thereof, together with all improve¬ 
ments, appurtenances, tenements and hereditaments of 
whatever kind or description, and wherever situate, 
now held or owned by Railway, or which may at any 
time hereafter during the term of this lease be ac¬ 
quired by Railway: Provided, That such after- 
acquired property shall be acquired for the same pur¬ 
poses incident to, or connected with the maintenance, 
operation, construction or extension of the aforesaid 
railway and its appurtenances; also all the rights, 
franchises and privileges which may now, or at any 
time hereafter during the aforesaid term, be lawfully 
exercised or enjoyed in or about the use, management, 
maintenance, renewal, extension or improvement of 
the jailway and appurtenances hereby leased. 

To Have and to Hold the premises thus leased, 
as aforesaid, unto Rapid Transit and its successors 
and assigns for the full term of nine hundred and 
ninety (990) years, beginning the first day of July, 
A. D. 1906. And in consideration of the premises the 
parties hereto do covenant and agree as follows, each 


670 Lease, Darby, Media and Chester Street 
Railway Company to P. R. T. 

party covenanting for itself, its successors and assigns, 
with the other, its successors and assigns. 

First. Rapid Transit shall and will, in addition 
to the payments hereinafter provided for, pay to Rail¬ 
way as rent of the premises hereby leased, for the first 
year of the term hereby created, the yearly rental or 
sum of eight thousand five hundred dollars ($8,500); 
for the second and third years of the term hereby cre¬ 
ated, the yearly rental or sum of seventeen thousand 
dollars ($17,000); and for the fourth year of the term 
hereby created, the yearly rental or sum of twenty- 
five thousand five hundred dollars ($25,500); for the 
fifth year of the term hereby created, the yearly rental 
or sum of thirty-four thousand dollars ($34,000) ; and 
thereafter, beginning the first day of July, 1911, dur¬ 
ing the term of this lease, the yearly rental or sum of 
forty-two thousand five hundred dollars ($42,500), in 
gold coin of the United States of America of the pres¬ 
ent standard of weight and fineness, or the equivalent 
thereof, in equal half-yearly payments on the first days 
of January and July in each year, the first payment 
to mature on the first day of January, A. D. 1907. 

Second. Rapid Transit shall also pay to Railway 
in each and every year during the term of this lease 
the sum of five hundred dollars ($500), like lawful gold 
coin of the United States, in equal half-yearly pay¬ 
ments of two hundred and fifty dollars ($250), each on 
the first days of January and July of each and every 
year; the first semi-annual payment to be made on the 
first day of January, 1907, for the purpose of defraying 
the expenses of maintaining the corporate organiza¬ 
tion of Railway. Rapid Transit shall also provide an 
office for Railway in the county of Delaware, State of 
Pennsylvania, as required by law, and such aid from its 
own clerical help as may be required for the mainte¬ 
nance of a transfer office for Railway. 


Lease, Darby, Media and Chester Street 671 
Railway Company to P. R. T. 

Third. Prior to the first day of July, 1906 (the 
date fixed for the beginning of the term hereby cre¬ 
ated), Philadelphia, Morton and Swarthmore Street 
Railway Company had outstanding six hundred 
thousand dollars ($600,000), of five per cent, first 
mortgage bonds, secured by a mortgage on all the 
property and franchises of said Philadelphia, Morton 
and Swarthmore Street Railway Company; and Me¬ 
dia, Middletown, Aston and Chester Electric Railway 
Company had outstanding two hundred and fifty thou¬ 
sand dollars ($250,000), of five per cent, first mortgage 
bonds, secured by a mortgage on all the property and 
franchises of said Media, Middletown, Aston and Ches¬ 
ter Electric Railway Company. By the terms of the 
agreement of consolidation and merger between the 
two said companies, Railway assumed the payment of 
the principal and interest of said bonds. It is agreed 
and understood between Railway and Rapid Transit, 
and Railway hereby covenants that as soon as may be, 
in order to comply with law, the stockholders of Rail¬ 
way shall authorize the creation of a mortgage to se¬ 
cure bonds in the aggregate amount of one million five 
hundred thousand dollars ($1,500,000), which bonds 
shall be dated the first day of July, 1906, shall bear 
interest at the rate of four and one-half per cent. 
(4%) per annum, and shall be secured by a mortgage 
upon all the rights, privileges, franchises and proper¬ 
ties of Railway, except the real estate mentioned in 
Section 5 hereof. As soon as the creation of the said 
indebtedness of one million five hundred thousand dol¬ 
lars ($1,500,000) shall have been authorized, and the 
bonds for that amount, and the mortgage securing the 
same shall have been executed, all of the said bonds 
shall be delivered to the Trustee named in the mort¬ 
gage who shall hold the said bonds for the following 
purposes: 


672 Lease, Darby, Media and Chester Street 
Railway Company to P. R. T. 

(a) Eight hundred and fifty thousand dollars 
($850,000) of said bonds shall be used for the purpose 
of exchanging the same for the outstanding bonds of 
Philadelphia, Morton and Swarthmore Street Railway 
Company, and Media, Middletown, Aston and Chester 
Electric Railway Company, dollar for dollar. The said 
exchange to be made as of the first day of July, A. D. 
1906, and Railway hereby covenants and agrees that 
all of the said outstanding bonds of said Philadelphia, 
Morton and Swarthmore Street Railway Company and 
said Media, Middletown, Aston and Chester Electric 
Railway Company, shall and will be delivered to the 
Trustee for exchange, as hereinbefore mentioned, and 
that the mortgages of Philadelphia, Morton and 
Swarthmore Street Railway Company securing the 
bonds of the said respective companies shall be can¬ 
celed and satisfied of record, so that the said bonds 
for one million five hundred thousand dollars ($1,500,- 
000), and the mortgage securing the same, shall be a 
first lien upon all the rights, privileges, franchises and 
properties of Railway. 

(b) The balance of said issue of one million five 
hundred thousand dollars ($1,500,000) of bonds re¬ 
maining after the exchange hereinbefore mentioned, 
shall be delivered by the Trustee to Rapid Transit 
from time to time to cover expenditures which may be 
hereafter made by Rapid Transit on the property of 
Railway, which are properly chargeable to capital ac¬ 
count, as more particularly specified in Section 10 of 
this lease. 

(c) Rapid Transit hereby covenants and agrees 
that it will, during the term hereby created, provide 
for the payment of the semi-annual interest payable on 
the first days of January and July in each and every 
year, upon all of the said mortgage bonds of Railway 
outstanding at the time when interest shall become 
due, by paying to the Trustee for the said bondholders 


Lease, Darby, Media and Chester Street 673 
Railway Company to P. R. T. 

on or before the day upon which each semi-annual in¬ 
stalment of interest falls due, an amount sufficient to 
pay the same. Rapid Transit further covenants and 
agrees that it will guarantee to the holders of any and 
all of the said bonds to be created by Railway, as here¬ 
inbefore mentioned, by written guaranty upon the 
said bonds, the payment of both principal and interest 
of said mortgage bonds when, and as the same shall 
become due and payable. 

Fourth. Whenever said issue of bonds, or any ex¬ 
tension or renewal thereof, shall become due and pay¬ 
able, the same shall be extended for a further period 
or taken up by a new issue upon the most favorable 
terms and conditions then obtainable, subject, however, 
to the same covenants and guarantees by Rapid Tran¬ 
sit as pertain to the original issue, and each party 
hereto shall take all necessary corporate action to ef¬ 
fectuate such renewal or extension; it being the under¬ 
standing that, as between the parties hereto, Rapid 
Transit shall be under no obligation to pay the prin¬ 
cipal of said indebtedness of fifteen hundred thousand 
dollars ($1,500,000) during the running of this lease 
unless the same cannot be renewed upon satisfactory 
terms. But that nothing in this clause contained shall 
affect Rapid Transit’s liability under its guarantee to 
the holders of such of the said bonds as shall not con¬ 
sent or be bound to renew or extend the time for pay¬ 
ment thereof: Provided, however, That the holders 
of such of the bonds as shall not consent to renew or 
extend the time for the payment thereof, shall at the 
request of Rapid Transit, upon the payment to such 
holders at maturity of an amount equal to the principal 
and interest of the said bonds, transfer and deliver the 
said bonds to such person, persons or body corporate, 
as Rapid Transit may request. All expenses attendant 
upon the “renewal or extension of said bonds shall be 
borne by Rapid Transit. 


674 Lease, Darby, Media and Chester Street 
Railway Company to P. R. T. 

Fifth. There are certain pieces of real estate in 
Delaware county, Pennsylvania (said pieces of real es¬ 
tate being set out in a schedule marked “Real Estate 
Schedule,” and identified by the signatures of the offi¬ 
cers of the Rapid Transit and Railway), the legal title 
to which will be held by the Land Title and Trust Com¬ 
pany, of Philadelphia, but the beneficial interest in 
which belongs to Railway. These pieces of real estate 
are included under the terms of this lease, and are 
hereby demised and leased by Railway, as the beneficial 
owner thereof, to Rapid Transit under the provisions 
and terms hereof. Certain of said pieces of real es¬ 
tate are subject to mortgage as shown in the Schedule 
in this section heretofore referred to. Rapid Transit 
shall pay the interest on said mortgages during the 
continuance of this lease with the same right of exten¬ 
sion and renewal as provided in the case of the issue 
of bonds. Said pieces of real estate may from time to 
time be sold by Rapid Transit, with the consent of Rail¬ 
way, evidenced by Resolution of its Board of Direc¬ 
tors, and in the event of such sale the proceeds thereof 
shall be used by Rapid Transit either in the discharge 
of the mortgages on any of the said pieces of real es¬ 
tate, or in the purchase of other property, or may be 
expended by Rapid Transit for the improvement and 
betterment of any of the property demised herein, 
the proceeds of said purchase to be paid over by the 
said Land Title and Trust Company to Rapid Transit 
upon the furnishing of a certificate to the Land Title 
and Trust Company of such purchase or such expendi¬ 
ture, verified by the affidavit of the Chief Engineer and 
Treasurer of Rapid Transit that the sum therein set 
out has been duly expended and paid out by Rapid 
Transit in the manner herein provided, and represents 
the actual net cost to Rapid Transit of the same, and 
a duplicate copy of such certificate shall be presented 
to the Railway Company which has the right to re- 


Lease, Darby, Media and Chester Street 675 
Railway Company to P. R. T. 

quire that the same shall be vouched, but the same shall 
be accepted as correct if not objected to, in writing, 
within ten days after receipt thereof. 

Sixth. In case at any time any of the real estate 
covered by this agreement, in addition to that specified 
in the Fifth Paragraph, or any portion of the line of 
railway leased hereunder, should, in the opinion of 
Rapid Transit, become unnecessary for the corporate 
purposes of Railway, it shall have the right, with the 
consent of Railway evidenced by a Resolution of its 
Board of Directors, to sell any of such real estate, or 
to abandon any such portion of the railway (provided 
the same is no longer needed for the accommodation of 
the public and the corporate purposes of the company); 
and in case of such sale the proceeds thereof shall be 
used by Rapid Transit either in the discharge of liens 
against the demised property, or in the purchase of 
other or substituted property, which shall be then in¬ 
cluded within the provisions of this lease. 

Seventh. Rapid Transit shall and will punctually 
and faithfully pay all taxes, charges, levies, license 
fees, claims, liens and assessments of any and every 
kind which during the continuance of the term hereby 
demised, shall, in pursuance of any lawful authority, 
be assessed or imposed on the demised premises and 
property, or any part thereof, or upon the business 
there carried on or the receipts, gross or net, there¬ 
from: Provided, however, That Rapid Transit shall 
not be liable to pay any sum of money in the nature of 
an income tax levied upon, and payable upon any in¬ 
come derived by reason of the ownership of stock of 
Railway, whether the same is to be paid by the owner 
of the said stock, or by Railway in the first instance: 
And Provided further, That Rapid Transit shall be 
liable for such part only of any tax as aforesaid cov- 


676 Lease, Darby, Media and Chester Street 
Railway Company to P. R. T. 

enanted by it to be paid, payable next after the begin¬ 
ning of . this term, as shall be properly apportionable 
to so much of the period during which the said tax ac¬ 
crued as shall have intervened since the beginning of 
this term. 

Eighth. Rapid Transit shall and will, during the 
continuance of the term, keep and maintain the said 
demised railways and appurtenances, buildings, struc¬ 
tures, and fixtures in good order and repair ; keep in 
public use, manage and efficiently operate, with a full 
equipment, the said railway; use every reasonable ef¬ 
fort to maintain and increase the business and the 
revenue therefrom; perform and discharge any and 
every obligation of the party of the first part arising 
after July 1,1906, as to the repairing, paving, or repav¬ 
ing of streets, or as to any matter connected with the 
maintenance or use of the railway, or the exercise of 
the rights and privileges hereby demised; from time 
to time, and at all times, indemnify and save harmless 
Railway from all liabilities, damages, claims, and suits 
by reason of anything done or omitted by Rapid Tran¬ 
sit in the premises; and at the expiration or other de¬ 
termination of the hereby demised terms, surrender 
the said railway and premises in the same good order 
and condition as they now are; it being understood 
and agreed that Rapid Transit shall, out of its Insur¬ 
ance Fund, or other monies, repair and replace any 
buildings or personal property hereby demised, or at 
any time covered by the terms of this lease, which may 
be injured or destroyed by fire, which are necessary 
for the proper operation of the railway. 

Ninth. A full and correct description, inventory 
and appraisement of the cars and other rolling-stock 
hereby demised, and of all the materials, tools, imple¬ 
ments, machinery, equipment, supplies and such like 
property hereby demised or intended so to be, shall 


Lease, Darby, Media and Chester Street 677 
Railway Company to P. R. T. 

be made and signed by three persons in duplicate, one 
to be selected by each of the parties hereto, and the 
third by the two thus selected. A duplicate of said in¬ 
ventory and appraisement shall be delivered to each 
of the parties hereto after having been identified by 
the signatures of the presidents of the parties hereto. 
It shall be the duty of Rapid Transit on the determina¬ 
tion of this lease, either by expiration of the term 
hereby created, or by sooner ending under the provi¬ 
sions hereof, to deliver to Railway like or similar per¬ 
sonal property of value equal to the amount of said in¬ 
ventory and appraisement, to be valued by appraisers 
to be appointed in the way and manner hereinafter set 
forth. This appraisement is made for the purpose of 
fixing the value of the equipment and supplies turned 
over to Rapid Transit by Railway, and which it is un¬ 
derstood in the course of operation under the lease 
will be used up, and replaced from time to time by sim¬ 
ilar or improved equipment, and it is agreed between 
the parties that equipment and supplies to the amount 
in value of the said inventory shall be considered at all 
times the property of Railway, subject, however, to its 
use and replacement by Rapid Transit hereunder; and 
in case of the termination of this lease by forfeiture or 
by expiration, there shall be set aside out of the prop¬ 
erty of Rapid Transit, free and clear of all claims 
against it, equipment and supplies to an aggregate 
amount in value equal to the amount of said inventory 
and appraisement, and to be fixed by arbitration as 
aforesaid, so that Railway shall receive a property 
ready and equipped for immediate operation. 

Tenth. The six hundred and fifty thousand dollars 
($650,000) of bonds provided for hereunder and not 
required to take up bonds already outstanding, are set 
aside for the purpose of paying the costs, charges and 
expenses referred to in Section 3 (b) hereof, making 


678 Lease, Darby, Media and Chester Street 
Railway Company to P. R. T. 

extensions, additions and betterments to the demised 
property. Rapid Transit shall be the sole judge of 
what extensions, additions and betterments are neces¬ 
sary, and may make the same from time to time, Rail¬ 
way agreeing to take such corporate action as may be 
necessary to enable Rapid Transit so to do. For any 
expenditures made by Rapid Transit hereunder or in 
this respect, it shall be entitled to receive reimburse¬ 
ment in the aforesaid bonds at par until the whole re¬ 
served amount of six hundred and fifty thousand dol¬ 
lars ($650,000) shall have been expended. Said mort¬ 
gage shall provide that said bonds shall only be issued 
by the Trustee to Rapid Transit upon a certificate from 
the Chief Engineer and Treasurer of Rapid Transit, 
verified by affidavit that the sum therein set out has 
been duly expended and paid in respect of such costs, 
charges and expenses, or in making such extensions, 
additions and betterments, and represents the actual 
net cost to Rapid Transit of the same. A duplicate copy 
of said certificate shall be presented to Railway, who 
shall have the right to require that the same shall be 
vouched, but the same shall be accepted as correct if 
not objected to, in writing, within ten days after re¬ 
ceipt thereof. 

After the full sum of six hundred and fifty thou¬ 
sand dollars ($650,000) has been expended as afore¬ 
said, and reimbursements made to Rapid Transit by 
the issue of said bonds, Rapid Transit shall have the 
right to make further extensions, additions and better¬ 
ments to the said property, and charge the same 
against Railway in an account to be opened, but which 
shall not bear interest, and shall not be payable by 
Railway to Rapid Transit until the expiration of the 
term of nine hundred and ninety (990) years herein 
provided for; in case, however, of a prior termination 
of this lease by default on the part of Rapid Transit 
in making any of the payments of rental, taxes, inter- 


Lease, Darby, Media and Chester Street 679 
Railway Company to P. R. T. 

est or other money payment herein provided for, any 
balance in said account against Railway shall he can¬ 
celed and discharged as liquidated damages for the 
breach of this agreement by Rapid Transit, without, 
however, relieving Rapid Transit from its liability to 
make the payments, the default in making which was 
the cause of the forfeiture of its rights hereunder; in 
the event of a prior termination of this lease by reason 
of any other default than those just mentioned, any 
balance in the said account against Railway shall like¬ 
wise be canceled and discharged with like effect, if 
prior to such termination Railway shall have given 
Rapid Transit notice of such default, and Rapid Tran¬ 
sit shall not have made good said default within ninety 
(90) days from the time of said notice: Provided, 
however , That if, within ten (10) days of said notice, 
Rapid Transit shall in its turn notify Railway that it 
denies the existence of said default, the dispute be¬ 
tween Railway and Rapid Transit shall be submitted to 
arbitrators appointed as provided in Section 20 hereof, 
whose report shall be final and conclusive, and if the 
said report shall be in favor of Railway, Rapid Transit 
shall then have sixty (60) days within which to make 
good said default before this lease shall be terminated 
by reason of the said default, and said balance here¬ 
inbefore mentioned canceled. 

Eleventh . Railway shall and will, during the term 
hereby demised, maintain its corporate existence and 
organization, and at all times, and from time to time 
during the said term, when requested by Rapid Tran¬ 
sit, its successors and assigns, shall and will put in 
force and exercise each and every corporate power, 
and do each and every corporate act, which Railway 
might now or may at any time hereafter, lawfully put 
in force or exercise, to enable Rapid Transit to enjoy, 
avail itself of, and exercise every right, franchise and 


680 Lease, Darby, Media and Chester Street 
Railway Company to P . R. T. 

privilege in respect to the use, management, mainte¬ 
nance, renewal, extension, or improvement of the prem¬ 
ises hereby demised, or intended so to be, or the busi¬ 
ness to be there carried on. Rapid Transit agrees to 
indemnify and save harmless Railway against all ex¬ 
penses, loss, damage, or liability for such exercise of 
corporate powers or performance of corporate acts, 
when exercised or done at its request. Rapid Transit 
further agrees to defend all actions against Railway of 
every kind (the cause of which may arise during the 
term of this lease), and pay all amounts that shall or 
may be recovered against Railway, and shall indemnify 
and save harmless Railway of and from all such causes 
of action, legal and equitable, claims and demands that 
shall arise or be made against Railway by reason of 
the operation, management, or control of Rapid Tran¬ 
sit of, or upon, or over the hereby demised property 
or any portion thereof, during the continuance of this 
lease, or by reason of . anything whatsoever which may 
be done or suffered by Rapid Transit in or about the 
said demised property, for which Railway may be held 
or attempted to be held responsible. 

Twelfth. Rapid Transit, its successors and as¬ 
signs, keeping and performing the covenants herein 
contained on its part to be kept and performed, shall 
and may at all times, and from time to time, peaceably 
and quietly have, hold, use, and enjoy the demised 
premises and every part and parcel thereof, with the 
appurtenances, without any manner of let, suit, trou¬ 
ble, or hindrance from Railway, its successors and as¬ 
signs; Railway shall and will at any time hereafter 
execute and deliver such further assurances as may be 
reasonably required for fully effectuating the objects 
and purposes of this indenture, and the more fully se¬ 
curing unto Rapid Transit all the rights and privileges 
hereinbefore mentioned and granted, or intended so 
to be. 


Lease, Darby, Media and Chester Street 681 
Railway Company to P. R. T. 

Thirteenth. During the term of this lease, the offi¬ 
cers and directors of Railway, and the Board of Direc¬ 
tors thereof, or such persons as may be appointed by 
them, shall have the right to make inspection of the 
property of Railway, for the purpose of ascertaining 
whether or not the same has been properly kept up 
and administered; such inspection, however, shall not 
be made in such manner as to interfere with the opera¬ 
tion of the property of Railway by Rapid Transit. 

Fourteenth. Railway covenants that the premises 
hereby demised are absolutely free and clear from any 
and every charge, lien, or encumbrance whatever, ex¬ 
cept the mortgages mentioned in Section 5 hereof, and 
the mortgages and bonds now outstanding, or here¬ 
after to be created, as mentioned in Sections 3 and 
4 hereof. 

Fifteenth. Railway must pay all debts of whatso¬ 
ever character which shall be owing by it on the first 
day of July, 1906, other than those referred to in Sec¬ 
tions 3, 4 and 5 hereof, and must discharge all liability 
which may hereafter be determined against it by rea¬ 
son of any contract entered into by it before the said 
first day of July, 1906, and by reason of any injuries 
done by it to any person or property, or arising out of 
any other cause prior to the said first day of July, 
1906. Rapid Transit shall, however, pay for all paving- 
done or to be done after the said first day of July, 
1906, whether or not the obligation to do said paving 
shall have been imposed by the local authorities before 
the said first day of July, 1906, and Rapid Transit 
shall also pay any amounts falling due under continu¬ 
ing contracts, the benefit of which is enjoyed by Rapid 
Transit. 

Sixteenth. All executory contracts for work and 
supplies entered into by Railway prior to the first day 


682 Lease, Darby, Media and Chester Street 

Railway Company to P. R. T. 

of July, 1906, shall be assumed by Rapid Transit, which 
shall be entitled to the benefits thereof. 

Seventeenth. Rapid Transit shall have the benefit 
of all sums which may be paid after the first day of 
July, 1906, under the advertising contracts now in 
existence. It shall also be allowed a proportionate 
part of the amount which shall have been paid prior to 
the first day of July, 1906, for advertising not fully 
ended at that date. 

Eighteenth. That if Rapid Transit shall make de¬ 
fault in the payment of the rent hereby reserved, or in 
the performance of any of the covenants herein con¬ 
tained to be performed by it, for a period of ninety 
(90) days, it shall and may be lawful for Railway to 
declare this lease forfeited and at an end, and to re¬ 
enter upon and re-possess the whole of the demised 
premises as of its first and former estate; but such re¬ 
entry and re-possession shall not relieve Rapid Transit 
from any liability to it, its successors or assigns, for 
all arrears of rent due and unpaid at the time. No for¬ 
feiture shall be declared hereunder except after notice 
and arbitration as provided in the Tenth and Twenti¬ 
eth Paragraphs hereof. 

Nineteenth. All additions to, improvements, alter¬ 
ations, and extensions of tracks and roadway of Rail¬ 
way, and all betterments and improvements which may 
have been made thereon by Rapid Transit shall, upon 
the termination of this lease, either by the expiration 
of the term thereof or by earlier termination, become 
the property of Railway. 

Twentieth. In case any difference shall arise be¬ 
tween Rapid Transit and Railway in relation to the 
construction of this agreement, or the due performance 
of any covenant, the said parties shall each select a 
person of skill and experience in railway management, 


Lease, Darby, Media and Chester Street 68M 
Railway Company to P. R. T. 

and these two shall select a third, and the three so 
chosen shall hear and decide such difference, and the 
award of the majority shall be final and conclusive 
upon both parties. In case of a failure of either party 
to choose its arbitrator for a period of ten (10) days, 
after a request in writing so to do, delivered to its 
president, the other party may appoint both arbitra¬ 
tors, who shall thereupon be entitled to conclusively 
and finally determine the dispute. In case of. the fail¬ 
ure for the space of ten (10) days after the appoint¬ 
ment of the two arbitrators to agree upon a third, such 
third arbitrator shall be chosen in the way and man¬ 
ner herein provided, by the president judge of Court 
of Common Pleas No. 1 of Philadelphia county. 

In Witness Whereof, Each of the parties has 
caused its corporate seal to be hereto affixed, and the 
same to be attested by the signature of the respective 
presidents and secretaries, as of the day and year 
first hereinbefore written. 

Darby, Media and Chester Street Railway 
Company, 

By LEWIS J. LEVICK, 

President. 

Attest: 

Edward J.. Hasse, 

Secretary. 

Philadelphia Rapid Transit Company, 
By JOHN B. PARSONS, 
President. 


Attest: 

R. B. Selfridge, 

Secretary. 


Sealed and delivered in presence of us: 


G84 Lease, Broad Street Rapid Transit 
RaH/way Company to P. R. T. 

LEASE OF THE BROAD STREET RAPID TRAN¬ 
SIT STREET RAILWAY COMPANY TO THE 

PHILADELPHIA RAPID TRANSIT CO. 

This Indenture of Lease made this First day of 
July, A. D. 1907, between the Broad Street Rapid 
Transit Street Railway Company, hereinafter called 
Railway, of the one part, and the Philadelphia Rapid 
Transit Company, hereinafter called Rapid Transit, 
of the other part; Witnesseth: 

Whereas Railway is a corporation organized 
under the Act of May 14th, 1889, and its supplements, 
and Rapid Transit is a traction motor company or¬ 
ganized under the Act of March 22, 1887, and its sup¬ 
plements, with power to contract for the construction 
of street passenger railway companies, to lease and 
operate the same and to hold shares in the same; and 

Whereas Rapid Transit owns all of the shares of 
Railway and in order to simplify the keeping of the 
accounts between the parties, it has been deemed ad¬ 
visable, and the parties have agreed, that a lease at a 
nominal rental shall be executed for the full term of 
the franchise of Railway; and 

Whereas the right, of Railway to construct its 
road has been confirmed by the Supreme Court but a 
contract has been entered into with the City of Phila¬ 
delphia, under the Act of May 3rd, 1905, by the terms 
of which Railway has agreed not to construct the said 
road or exercise its said franchise for a period of fifty 
years from June 25th, 1907, unless sooner called upon 
so to do by the City of Philadelphia ; 

Now Therefore This Indenture Witnesseth that 
Railway, for and in consideration of the covenants on 


685 


Lease, Broad Street Rapid Transit 
Railway Company to P. R. T. 

the part of Rapid Transit to be kept and performed, 
has granted, demised and let and by these presents 
does grant, demise and let unto Rapid Transit, its 
successors and assigns, All and Singular its rights, 
privileges and franchises, including the right to con¬ 
struct, maintain and operate the said railway at the 
expiration of the said contract or whenever the same 
may be terminated by notice from the City as afore¬ 
said, saving and reserving, however, the franchise to 
be a corporation and such other rights, privileges and 
franchises as may be necessary to preserve the cor¬ 
porate existence of Railway. 

To Have and to Hold the said rights, privileges 
and franchises and the said railway with the appurte¬ 
nances and property when constructed unto Rapid 
Transit, its successors and assigns, from the first day 
of July, 1907, for the full term of nine hundred and 
ninety (9,90) years thence next ensuing. 

In Consideration Whereof Rapid Transit, for it¬ 
self, its successors and assigns, covenants to and with 
Railway, its successors and assigns, that it will pay 
a rental of One Dollar per year to Railway and will 
further pay all taxes, licenses and charges of every 
description which may be assessed against Railway 
and all sums necessary toward the maintenance of its 
organization and that whenever hereafter the City may 
call upon Railway to build the said road, the same 
shall be built and equipped and the expense thereof 
financed in such manner as may be agreed upon be¬ 
tween all the parties in interest and thereafter Rapid 
Transit shall operate the said railway hereunder, in¬ 
demnifying Railway against all loss and damage in 
the premises, subject to such further terms and con¬ 
ditions as may be agreed upon between the parties at 
the time said Railway is built. 


086 


Lease, Broad Street Rapid Transit 
Railway Company to P. R. T. 

Witness the seals of the parties duly attested the 
first day of July, A. D. 1907. 

Broad Street Rapid Transit Street 
Railway Company 

By JNO. B. PARSONS, 

[seal] President. 

Attest : 

Chas. 0 . Kruger, 

Secretary. 


[seal] 


Philadelphia Rapid Transit Company 

By GrEO. D. WIDENER, 

Vice President. 


Attest: 

R. B. Selfridge, 

Secretary. 


Supplemental Lease, Lehigh Ave. By. Co. to 687 
Union Traction Co. and P. R. T. 

SUPPLEMENTAL LEASE LEHIGH AVENUE 
RAILWAY COMPANY TO UNION TRACTION 

COMPANY AND PHILADELPHIA RAPID 

TRANSIT COMPANY, MAY 25, 1910. 

Supplemental Lease entered into this 25th day of 
May, 1910, between the Lehigh Avenue Railway Com¬ 
pany of Philadelphia (hereinafter called Railway) of 
the first part, and the Union Traction Company of 
Philadelphia, (hereinafter called Traction) of the sec¬ 
ond part, the Philadelphia Rapid Transit Company, 
which is Lessee of the Union Traction Company, (here¬ 
inafter called Rapid Transit) joining herein as party 
of the third part. 

Whereas, Railway duly leased to Traction all of 
its railway and property on the 18th day of Septem¬ 
ber, 1899, for the full term of 995 years from July 1, 
1899, under and subject to certain terms, conditions, 
and agreements therein set out; and 

Whereas, in the said lease no rental, dividend or 
return on the stock of the Lehigh Avenue Railway 
Company of Philadelphia was provided for, all of said 
stock being the property of Traction; and 

Whereas, on May 19, 1902, Traction duly leased 
all of its property, rights and franchises, including its 
leasehold interests in said Railway, to Rapid Transit 
for the full term of 999 years from July 1, 1902, and 
turned over to Rapid Transit, Lessee, all of its shares 
in Railway, being the total issue thereof, with privi¬ 
lege to make use of said shares only with the consent 
of Traction; and 

Whereas, Rapid Transit on the 15th day of De¬ 
cember, 1908, negotiated a loan of $5,000,000 on its 
bonds secured by a deposit of certain collateral in¬ 
cluding all of the shares of Railway, which shares were 


688 Supplemental Lease, Lehigh Ave. Ry. Co. to 
Union Traction Co . and P. R. T. 

used for such purpose with the consent of Traction; 
and 


Whereas, by reason of the fact that no rental or 
return on the said shares had been reserved in the said 
lease, the said shares do not represent the real value 
of the said property and franchises of Railway, so 
that the deposit of the same as collateral does not give 
the security to the said bondholders that it was in¬ 
tended to give; and 

Whereas, it was thereupon agreed between Rapid 
Transit and parties who had agreed to purchase the 
total issue of said bonds, that $600,000 of said issue 
should remain in the hands of the Trustee uncertified 
until the said lease between Railway and Traction 
should be so reformed (with the assent of all the par¬ 
ties hereto) as to carry a dividend guaranteed by the 
Lessor of 6% upon par, or $60,000 per year; and 

Whereas, the matter has been duly submitted to 
a vote of the stockholders of the three parties hereto 
and in each case consent has been given to an amend¬ 
ment and reformation of the said lease so that the same 
shall carry a rental of $60,000 per year in addition to 
the covenants and provisions already contained 
therein; and 

Whereas, consent has also been duly given by the 
City of Philadelphia to the amendment of said lease 
by Ordinance approved May 7, 1910, which consent was 
deemed necessary and proper under the terms of a 
contract entered into between the City of Philadelphia 
and the Philadelphia Rapid Transit Company dated 
July 1, 1907. 

Now Therefore, in consideration of the sum of 
one dollar in hand paid to Traction by Railway, it is 


Supplemental Lease, Lehigh Ave. Ry. Co. to 689 
Union Traction Co. and P. R. T. 

agreed between Railway and Traction that the said 
lease of all the railway and property of Railway to 
Traction, bearing date September 18, 1899, be, and the 
same is, hereby reformed and amended so that in ad¬ 
dition to all the payments to be made and covenants 
to be performed on the part of the Lessee, Lessee shall 
pay to railway a rental of $60,000 a year in equal semi¬ 
annual payments beginning October 1, 1910, and con¬ 
tinuing throughout the term of said lease, said pay¬ 
ments to be made in gold coin equivalent in weight and 
fineness to the present standard of United States of 
America, and to be paid over clear of all deductions 
of taxes levied by any governmental, state or local 
authority, so that there shall come into the treasury 
of Railway semi-annually, a net amount sufficient to 
pay a dividend of three per cent. (3%) semi-annually 
upon the $1,000,000 of capital stock of railway. 

2. In consideration of the sum of one dollar in 
hand paid by Traction to Rapid Transit, and of the 
execution hereof by Traction at the request and for 
the benefit of Rapid Transit, Rapid Transit on its part 
hereby assents to, and ratifies, the amendment and 
reformation of the said lease, and agrees to assume 
and pay the said rental as Lessee of Traction exactly 
the same as if the original lease had contained the 
provision now inserted by way of amendment and had 
been assumed as part of the fixed charges of Traction 
which Rapid Transit agreed to assume and pay under 
the covenants contained in the said lease of Traction 
to Rapid Transit. 

3. Each of the parties hereto agrees with each 
other party that subject only to the amendment and 
change herein provided for, the original leases herein¬ 
before referred to of Railway to Traction, and Trac¬ 
tion to Rapid Transit, shall be, and the same are, con¬ 
firmed and approved. 


690 Supplemental Lease, Lehigh Ave. Ry. Co. to 
Union Traction Co. and P. R. T. 

In Witness Whereof, the parties have hereunto 
set their corporate seals, duly attested, the day and 
year first above written. 


[seal] 

Lehigh Avenue Railway Company of 
Philadelphia 

By 

CHAS. 0. KRUGER, 

President. 


Attest: 

R. B. Selfridge, 


[seal] 

Secretary. 

Union Traction Company of Phila¬ 
delphia. 

By, 

J. J. SULLIVAN, 

President. 


Attest: 

A. D. Hallman, 

Secretary. 


[seal] 

Philadelphia Rapid Transit Company 

By 

CHAS. 0. KRUGER, 

President. 

Attest: 



R. B. Selfridge, 

Secretary. 


Lease, Snyder Ave. By. Co. to Union Traction Co. 691 

LEASE SNYDER AVENUE RAILWAY COMPANY 
TO UNION TRACTION COMPANY, JANUARY 

1, 1912. 

This Indenture made to take effect as of the First 
day of January A. D. One thousand nine hundred and 
twelve (1912), between the Snyder Avenue Railway 
Company, of the first part, hereinafter called Railway, 
and the Union Traction Company of Philadelphia, of 
the second part, hereinafter called Union. 

WITNESSETH : 

That Railway for and in consideration of the cov¬ 
enants on the part of Union to be kept and performed, 
has granted, demised and let, and by these presents 
does grant, demise and let unto Union, its successors 
and assigns, all and singular its railway now owned 
or hereafter to be located, constructed or extended, to¬ 
gether with all and every the sidings, railways, appur¬ 
tenances, rights-of-way, lands and structures of every 
kind and description and all equipment and generally 
all personal property belonging to the said Railway 
and all rights, privileges and franchises connected with 
or relating thereto, or any part thereof, as fully as the 
same are now or may hereafter be vested in Railway, 
saving and reserving only such rights and franchises 
as may be necessary to preserve the corporate exist¬ 
ence and organization of Railway. 

To Have and To Hold the said Railway, with the 
said appurtenances, property, real and personal, and 
corporate rights and franchises unto Union, its suc¬ 
cessors and assigns, from the First day of January, 
One thousand nine hundred and twelve, for and during 
the full term of Nine hundred and eighty-nine years 
and six months thence next ensuing to be fully com¬ 
pleted and ended, subject as to said terms to the stipu¬ 
lations relative to forfeiture hereinafter contained, 


692 Lease, Snyder Ave. Ry. Co. to Union Traction Co. 

with full right and power to operate the railway now 
or hereafter constructed under the franchise of Rail¬ 
way and to retain the proceeds thereof. In considera¬ 
tion whereof Union for itself, its successors and as¬ 
signs, covenants to and with Railway, its successors and 
assigns. 

First: To pay all taxes and license fees now or 
hereafter imposed by law or ordinance upon the prop¬ 
erty, capital stock, earnings, receipts or business of 
said Railway, and to keep the demised property in good 
order and repair. 

Second: To assume and perform all obligations 
whatever the same may legally be, which exist on the 
part of Railway as to the repairing or repaving of 
any streets or highways along which the track of Rail¬ 
way is now or may hereafter be laid. 

Third : To indemnify and save Railway harmless 
against and from any and all actions and damages 
arising from the operation of Railway or from the per¬ 
formance or non-performance of any act in connection 
with the construction, maintenance or operation 
thereof by Union. 

And it was further stipulated and covenanted be¬ 
tween the parties as follows: 

Fourth : That Railway shall at the request of 
Union take such corporate action as may, in the opinion 
of Union, be necessary for the extension or changing of 
its lines in any way or for the protection of its rights 
and franchises, but no corporate action of any kind 
whatsoever except the mere keeping alive the organ¬ 
ization shall be taken by Railway without the assent of 
Union. 

Fifth: In the event of default on the part of 
Union for a period of six months in making any of the 


Lease, Snyder Ave. Ry. Co. to Union Traction Co. 693 

payments above stipulated for after the same shall 
have become due, then this demise may, at the option 
of Railway, its successors or assigns, to be signified by 
resolution of its Board of Directors, cease and de¬ 
termine within thirty days after notice of such action 
has been given to Union, provided Union shall not have 
paid all arrearages within said thirty days; and in case 
of such termination then Railway, its successors and 
assigns, shall be entitled to re-enter and take posses¬ 
sion of the demised premises with the appurtenances, 
corporate rights and franchises together with any addi¬ 
tions or improvements thereon. 

In Witness Whereof the parties have caused their 
corporate seals to be hereto affixed and duly attested 
this 28th day of March, One thousand nine hundred and 
thirteen (1913). 

Snyder Avenue Railway Company, 

By 

(Signed) E. L. AUSTIN, 

President. 


Attest: 

(Signed) R. B. Selfridge, 

(Seal) Secretary. 

Union Traction Company of Philadelphia, 

By 

(Signed) J. J. SULLIVAN, 

President . 


Attest: 

(Signed) Wm. J. Shields, 
(Seal) Secretary. 


C94 Assignment of Snyder Ave. By. Co. Lease 

to P. R. T. 

ASSIGNMENT OF SNYDER AVENUE RAILWAY 

COMPANY LEASE TO PHILADELPHIA 

RAPID TRANSIT COMPANY, MARCH 28,1913. 

Agreement made this Twenty-eighth day of 
March, A. D. 1913, by and between the Philadelphia 
Rapid Transit Company, hereinafter called Rapid 
Transit, and the Union Traction Company of Phila¬ 
delphia, hereinafter called Union. 

Whereas, Union is the guarantor of an issue of 
Ten million dollars ($10,000,000) fifty year, five per 
cent, sinking fund gold bonds issued by Rapid Transit 
under a mortgage or deed of trust to the Commercial 
Trust Company, trustee, dated the first day of March, 
1912; and 

Whereas, by a collateral agreement likewise dated 
the first day of March, 1912, in consideration of said 
guarantee of Union, Rapid Transit granted and con¬ 
veyed absolutely unto Union certain stocks, leasehold 
interests and certificates of indebtedness as therein 
more particularly set forth, and also agreed to transfer 
unto Union, but only as collateral security in connec¬ 
tion with said guarantee, any property which should be 
acquired thereafter by Rapid Transit by the expendi¬ 
ture of the proceeds of said issue of bonds, which par¬ 
ticular covenant of Rapid Transit is set forth in the 
Sixth paragraph of said collateral agreement of March 
1, 1912; and 

Whereas, Rapid Transit has caused to be incor¬ 
porated the Snyder Avenue Railway Company and is 
the owner of all of the capital stock thereof, to wit, 
Twenty-eight hundred shares, of a par value of Fifty 
Dollars each, which were paid for out of the proceeds 
of said issue of bonds; and 


Assignment of Snyder Ave. By. Co. Lease 695 
to P. R. T. 

Whereas, the Snyder Avenue Railway Company 
has executed a lease to Union of all its railway, appur¬ 
tenances, rights-of-way, lands, structures, equipment, 
etc., to take effect as of the first day of January, 1912, 
for the term of Nine hundred and eighty-nine years 
and six months therefrom, a copy of which lease is 
attached hereto. 

Now Therefore, in order to carry into effect the 
provisions of said Sixth paragraph of said collateral 
agreement of March 1, 1912, it is agreed between the 
parties hereto as follows: 

First : The said lease of the Snyder Avenue Rail¬ 
way Company is made to Union as security in connec¬ 
tion with its guarantee of said issue of bonds, and 
whenever the said issue of bonds shall be paid by Rapid 
Transit, all lien, right, title and interest of Union in 
said leasehold shall absolutely cease and determine, 
and upon such payment said leasehold shall become 
the absolute property of Rapid Transit without the 
necessity of any further assignment thereof by Union 
to Rapid Transit. In case, however, Rapid Transit 
desires a formal assignment of said lease Union cove¬ 
nants and agrees to make one. 

Second : Rapid Transit further assigns and trans¬ 
fers to Union as collateral security all the shares of 
stock of the Snyder Avenue Railway Company m ac¬ 
cordance with the provisions of said Sixth paragraph 
of said collateral agreement. Said shares shall con¬ 
tinue to stand in the name of Rapid Transit but there 
shall be stamped across the face of the certificates the 
following words: 

“Not transferable without the written consent 

of the Union Traction Company of Philadelphia. ’ ’ 

But whenever the said issue of bonds shall be paid 
by Rapid Transit, all lien, right, title and interest of 


696 Assignment of Snyder Ave. By. Co. Lease 

to P. R. T. 

Union in said shares of stock shall absolutely cease 
and determine and Rapid Transit shall hold said shares 
of stock freed and discharged therefrom, and Union 
shall execute and deliver to Rapid Transit such assur¬ 
ances as may be required in order to effect the cancel¬ 
lation of said certificates of stock stamped as aforesaid, 
and the issuance of new certificates in lieu thereof to 
Rapid Transit. 

Third : In case Union is called upon by the Trus¬ 
tee under said mortgage or deed of trust to make good 
any default thereunder by Rapid Transit continued for 
the period therein provided, so as to become a breach 
of any covenant thereof, then the said leasehold and 
the said shares of stock shall become the absolute prop¬ 
erty of Union, freed and discharged of any right, title 
or interest of Rapid Transit. But in case such default 
is cured by Rapid Transit within the periods provided 
in said mortgage or deed of trust, the said leasehold 
and the said shares of stock shall continue to be held 
in accordance with the terms of this agreement. This 
explicit declaration of a right possessed by Union in 
this contingency, and other explicit declarations of 
Union’s rights elsewhere made in this agreement, shall 
not be held to derogate from Union’s rights in any 
manner whatsoever, but shall be cumulative. 

Fourth : Union hereby reserves any and all rights, 
property and remedies secured to it by the aforesaid 
lease of July 1, 1902, or by the aforesaid collateral 
agreement of March 1, 1912, or otherwise howsoever. 
Subject thereto in all respects, Rapid Transit shall 
operate said Snyder Avenue Railway Company as 
assignee or lessee of Union in accordance with the 
terms of the lease between the Snyder Avenue Railway 
Company and Union, and Rapid Transit hereby as¬ 
sumes, and without expense to Union, Rapid Transit 
will discharge fully and promptly all obligations, duties 


Assignment of Snyder Ave. Ry. Co. Lease 697 

to P. R. T. 

and covenants whatsoever undertaken by Union in or 
in connection with the lease of the Snyder Avenue Rail¬ 
way Company to Union. Duly and promptly Rapid 
Transit shall pay all taxes, charges, licenses and assess¬ 
ments which may at any time hereafter be lawfully 
imposed upon Union by reason of Union being* lessee 
of the Snyder Avenue Railway Company, and shall in¬ 
demnify and keep harmless Union from all losses, 
claims and liability of every description arising from 
or out of the management, use or operation of the said 
property, or by reason of anything that may be done 
by Rapid Transit in the premises, as well as from all 
loss or damage arising from any failure of Rapid Tran¬ 
sit fully and promptly to discharge all obligations, 
duties and covenants whatsoever undertaken by Union 
in or in connection with the lease of the Snyder Avenue 
Railway Company to Union. Rapid Transit shall from 
time to time, at Union’s request, furnish Union with 
such information as Union may desire regarding the 
operation and maintenance of the Snyder Avenue Rail¬ 
way Company’s property. 

Fifth : Rapid Transit has entered into a contract 
with the City of Philadelphia dated July 1, 1907, which 
is duly incorporated into an Ordinance of Councils ap¬ 
proved that date. The right to issue the Ten million 
dollars ($10,000,000) of bonds herein referred to, the 
guarantee of Union, and the pledging of certain securi¬ 
ties with Union as consideration for said guarantee, 
are the subject of an action and consent by the City of 
Philadelphia under the said contract as evidenced by 
Ordinance of May 13, 1911. The action of Rapid Tran¬ 
sit hereunder is taken in pursuance of said assent and 
is to be limited and construed in all respects as being 
within the powers reserved to Rapid Transit under the 
said contract and said consent of the City of Phila¬ 
delphia. 


698 Assignment of Snyder Ave. Ry. Co. Lease 
to P. R. T. 

In Witness Whereof, the parties have caused 
their respective corporate seals to be hereunto affixed, 
duly attested, the day and year first above written. 

Philadelphia Rapid Transit Company, 

By 

(Signed) CHARLES 0. KRUGER, 

President. 

[seal] 

Attest: 

(Signed) R. B. Selfridge, 

Secretary. 

Union Traction Company of Philadelphia, 

By 

(Signed) J. J. SULLIVAN, 
President. 

[seal] 

Attest: 

(Signed) Wm. J. Shields, 

Secretary. 

Signed, Sealed and Delivered 
in the Presence of 

As to Philadelphia Rapid Transit Co., 

Frank B. Ellis. 

As to Union Traction Company of Phila., 

John J. Sullivan. 























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